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ATRESMEDIA | ANNUAL AND CORPORATE RESPONSIBILITY REPORT 2014 | ATRESMEDIA | 44
Adaptation to new legislation
In 2014 we can highlight the passing of Law 31/2004 which amends the
Capital Company Act, the result of the work of the Committee of Experts.
The Board of Directors, as the central body involved in the correct gov-
ernance of a company, has obligations relating to leadership, defining the
company's strategy, supervision of the management, etc. and is responsible
to the shareholders, investors and third parties who may be affected by its
actions for compliance with these obligations and for its own management.
As a result of the entry into force of the reform to the Law, the Board of
Directors and the General Shareholders' Meeting will have to adopt agree-
ments in 2015 to adapt the internal regulatory texts to the amendments of
the Law.
In this context of reviewing and enhancing the Corporate Governance of
listed companies, the Appointments and Remuneration Committee has
launched some specific initiatives, for example:
__Approval by the Board in the first quarter of each year, after a report
from the Appointments and Remuneration Committee, of a report
assessing the Board of Directors, its Committees, the Chairman and
the CEO, in relation to the previous financial year, compiled from
responses from the directors to a questionnaire created for this pur-
pose.
__Approval by the Board of Directors, in the first quarter of each year,
of a report on its activities in the previous financial year.
__Approval by each of the Board's Committees, in the first quarter of
every year, of a report containing their activities in the previous fi-
nancial year and communication of these to the Board of Directors.
The reform of the
Capital Company
Act has specified
and defined in
greater detail
the duties of the
directors, who
have generic
duties, which
are to manage
on the basis of
good business
judgement -
the duty of
judgement-
and the duty
of loyalty,
understood as
loyalty to the
corporate interest
and its defence.
TRANSPARENCY
The Annual Corporate Governance Report (ACGR) forms part of the
Company's management report and is disclosed to the market as a significant
event through the Comisión Nacional del Mercado de Valores (National
Securities Market Commission) website and the company's
corporate website ). The Directors'
Remuneration Report (DRR) is also available on the website.
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