5
Directors:
Mr. Mauricio Casals Aldama
(Non-executive significant shareholder-appointed director)
Mr. José Creuheras Margenat
(Non-executive significant shareholder-appointed director)
Ms. María Entrecanales Franco
(Independent director)
Secretary:
Mr. Manuel de la Viuda Fdez. de Heredia
(Secretary to the Board)
A.3 Indicate the amount and the type of the fixed components, with a breakdown, where
appropriate, of the remuneration for the performance of functions of the senior
management of the executive directors, of the additional remuneration as chairman or
member of any Board committee, of the allowances for participation on the Board and its
committees or other fixed remuneration as director, as well as an estimate of the annual
fixed remuneration arising. Identify other benefits which are not paid in cash and the
fundamental parameters for which they are granted.
The fixed components of the directors' remuneration were as follows:
a)
Annual remuneration of €25,000 for each member of the Board of Directors, and an
attendance allowance per Board meeting of €2,000.
b)
Annual remuneration of €50,000 for each member of the Executive Committee, and
an attendance allowance of €2,500 for each meeting of the Executive Committee.
c)
An attendance allowance of €2,000 for each meeting of the Audit and Control
Committee, without fixed remuneration.
d)
An attendance allowance of €2,000 for each meeting of the Appointments and
Remuneration Committee, without fixed remuneration.
In 2014, the following number of meetings were held: Board of Directors (8), Executive
Committee (10), Audit and Control Committee (4) and Appointments and Remuneration
Committee (3).
Executive directors receive a different remuneration (fixed and variable) which may also
include remuneration in kind (health and life insurance), as indicated in sections A.10 and
D.1 of this report.
A.4. Explain the amount, nature and main characteristics of the variable components of the
remuneration systems. In particular:
•
Identify each one of the remuneration plans of which the directors are beneficiaries,
their scope, their approval date, implementation date, period in force and their main
characteristics. In the case of share options and other financial instruments, the
general characteristics of the plan will include information on the conditions to
exercise such options or financial instruments for each plan.
•
Indicate any remuneration for participation in profits or premiums, and the reason
for which it is granted.
•
Explain the fundamental parameters and fundamentals of any annual premium
system (bonus).