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