20
C.1.28
Indicate whether the Articles of Association or Board of Directors' Regulations establish
specific regulations to delegate voting to the Board of Directors, the means of such
delegation and, in particular, the maximum delegation per director, as well as whether
the obligation has been established to delegate in one director of the same type. Where
appropriate, details these regulations briefly.
In conformity with that established in article 29 of the Board of Directors' Regulations,
all the directors must attend the meetings held, except when just cause exists to the
contrary. When non-attendance is unavoidable, the director may grant proxy to another
director. Such delegation must be made in writing for each meeting, addressed to the
Chairman or the Secretary, with the related voting instructions, and which may be
notified by any adequate technological procedure (fax, email or letter). Any given Board
member can represent more than one of the other members. The directors' absences at
Board meetings are included in the Annual Corporate Governance Report for each year.
In 2015, the Board of Directors will approve the reform of its Regulations in order to
adapt them to the amendments introduced in the Spanish Companies Law by Law
31/2014 of 3 December, one of which relates to the delegation of the representation of
the directors to another director which, in the case of the non-executive directors may
only be granted to another non-executive director.
C.1.29
Indicate the number of meetings the Board of Directors has held during the year. Where
applicable, indicate how many times the Board has met without the Chairman in
attendance: In calculating this number, proxies granted without specific instructions
shall be considered non-attendance. I suppose that it is the session-less meeting.
Number of Board meetings
8
Number of Board meetings not attended by the Chairman
0
Indicate how many meetings have been held by the various Board committees
throughout the year:
Number of Executive Committee meetings
10
Number of Audit Committee meetings
4
Number of Appointments and Remuneration Committee meetings
3
C.1.30
Indicate the number of meetings the Board of Directors has held during the year with
the attendance of all its members. In calculating this number, proxies granted without
specific instructions shall be considered non-attendance:
Attendance of directors
7
% of attendances to total votes during the year
87.5
C.1.31
Indicate whether the individual and consolidated financial statements submitted to the
Board for its approval have been previously certified:
Yes No X
Where applicable, identify the person(s) who has (have) certified the company's
individual and consolidated financial statements to be prepared by the Board:
Name
Position
-
-
Maximum term of office
-