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16

Name or company

name of related

director

Name or company name

of the related significant

shareholder

Description of the

relationship

Mr. ELMAR HEGGEN

UFA FILM UND FERNSEH,

GMBH SOLE-

SHAREHOLDER COMPANY

Director of RTL GROUP, S.A.

Mr. ELMAR HEGGEN

UFA FILM UND FERNSEH,

GMBH SOLE-

SHAREHOLDER COMPANY

Director of MÉTROPOLE

TÉLÉVISIÓN, S.A.

Mr. ELMAR HEGGEN

UFA FILM UND FERNSEH,

GMBH SOLE-

SHAREHOLDER COMPANY

Director General of UFA FILM

UND FERNSEH, GMBH SOLE-

SHAREHOLDER COMPANY

Mr. NICOLAS DE

TAVERNOST

UFA FILM UND FERNSEH,

GMBH SOLE-

SHAREHOLDER COMPANY

Member of the RTL Group's

Operations Management

Committee

Member of BERTELSMANN's

Management Committee

C.1.18

Indicate whether during the year there has been any change in the Board Regulations:

.

Yes No X

C.1.19

Indicate procedures for the selection, appointment, re-election, evaluation and removal

of directors. List the competent bodies, the procedures to be followed and the criteria to

be employed in each procedure.

Selection

(article 13 of the Board of Directors' Regulations):

The persons proposed to hold the office of Director will have to meet the requisites set

out at all times by the legal provisions in force and the Articles of Association, as well as

enjoy recognized solvency, competence and professional prestige and possess the

appropriate knowledge and experience to hold such office.

To be appointed director, it is not necessary to be a shareholder. Any persons affected

by any prohibitions or by the incompatibilities established by the applicable legislation

and these Regulations will not be able to hold the office of directors of the company.

Appointment

(article 13 of the Board of Directors' Regulations):

The members of the Board of Directors will be appointed by the General Shareholders’

Meeting, in accordance with the Spanish Companies Law and the Articles of Association.

In the case of vacancies, the Board may appoint, through the system of co-optation, from

among the shareholders, those persons who will fill such vacancies until the first

General Meeting.

In the event a legal person is named director, it will be necessary to appoint a single

natural person to permanently exercise the functions inherent to the position, who will

be subject to the solvency, competence and experience requirements and to the system

of prohibitions and incompatibilities indicated in this article, and the directors' duties

stipulated in this Regulation will be personally claimable from him/her. The revocation

of his/her representative by the legal person-director will not take effect until the

person substituting him/her has been appointed.

Description of changes