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D.2 Report on the relationship between the remuneration obtained by the directors and the results or other company

performance measurements explaining, where appropriate, how the variations in company return may have

influenced the variation in directors' remuneration.

As indicated, in certain cases, directors may receive variable remuneration, which accrues annually and is tied to the

attainment of the Atresmedia Group's global economic targets. Its maximum amount is 80% of the director's fixed

wage. 50% of the incentive is paid on accrediting compliance with the economic target and the other 50% is paid

within two years, provided that the director continues to provide his/her services, since such remuneration is linked

to loyalty building, permanence and commitment to the Company's long- and medium-term general targets.

2015 economic results exceed the forecasts used to determine such targets. Accordingly, once approved by the

General Shareholders' Meeting, this variable remuneration will fully accrue, and it will be paid in the manner set forth,

that is, 50% immediately and the remaining 50% within two years.

D.3 Report on the result of the consultative vote of the General Shareholders' Meeting on the Annual Remuneration

Report for the previous year, indicating the number of opposing votes cast, if any:

Number

%

of the total

Votes cast

181,778,110

100

Number

%

of the total

Opposing votes

16,812,494

9.25

Affirmative votes

164,882,110

90.70

Abstentions

83,506

0.05

E OTHER INFORMATION OF INTEREST

Please briefly detail any significant matter existing with respect to directors' remuneration not included in the other

sections of this report, but which is required to include more complete, founded information on the Company's

remuneration practices and structure with regard to its directors:

In 2014, GAMP AUDIOVISUAL, S.A., which was a Company director, received total remuneration of 43 thousand

euros, as set forth in the 2014 Annual Directors’ Remuneration Report which, together with the total 2014

remuneration included in section D.1 C) of this report (4,692 thousand euros) gives rise to the total amount reflected

in this same section in the 2014 Annual Directors’ Remuneration Report (4,735 euros thousand).

In 2015, GAMP AUDIOVISUAL, S.A. ceased to be a Company shareholder, since it was dissolved following a merger

by absorption, and it therefore no longer received any remuneration from the Company.

Approval of the Report.

This Annual Remuneration Report was approved by the Company’s Board of Directors at its meeting on 24 February

2016.

Indicate whether any directors have voted against or abstained with respect to the approval of this Report.

No.