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c)
Submit all these points or alternative proposals to vote, applying the same voting rules as those
prepared by the Board of Directors, including in particular, the presumptions or deductions
regarding the voting outcome.
d)
After the General Shareholders' Meeting, notify the voting breakdown on such supplementary
points or alternative proposals.
Complies
11.
If the Company intends to pay attendance fees to the General Shareholders' Meeting, it should
establish a general policy in advance regarding such fees, which must be stable.
Not applicable.
12.
The Board of Directors performs its functions with a single purpose and independent criteria, grants
the same treatment to all shareholders in the same position and is guided by corporate interest,
understood to be the attainment of a business that is profitable and sustainable at long term, which
promotes its continuity and maximises the Company's economic value.
Complies
13.
The Board of Directors should have the correct size to achieve maximum effectiveness and
participation, thereby ideally comprising between five and fifteen members.
Complies
14.
The Board of Directors should approve a director selection policy that:
a)
Is specific and verifiable.
b)
Ensures that the appointment or re-election proposals are based on a preliminary analysis of the
Board of Directors' needs.
c)
c) Favours diversity of knowledge, experiences and gender.
The findings of the preliminary analysis of the Board of Directors' needs are included in an
explanatory report published by the Appointments Committee upon announcement of the
General Shareholders' Meeting, which deliberates on the ratification, appointment or re-election
of each director.
This policy of selecting directors promotes the objective that in 2020 the number of female
directors represents at least 30% of total Board members.
The Appointments Committee will verify compliance with the directors’ selection policy on a
yearly basis and inform upon it in the Annual Corporate Governance Report.
Complies
15.
Significant-shareholder appointed and independent directors should occupy an ample majority on
the Board, while the number of executive directors should be the minimum required given the
complexity of the corporate group and the ownership interests held by such directors in the
Company.
Complies
16.
The percentage of significant-shareholder appointed directors with respect to total non-executive
directors should not exceed the proportion between the capital represented on the Board by such
directors and the remainder of the Company's capital.
This criteria can be limited to:
a)
Large cap companies in which few equity stakes attain the legal threshold for significant
shareholdings.