CNMV_IAGC 2013_DEFINITIVO_ING.REV - page 16

16
Year
t
Year
t-1
Year
t-2
Year
t-3
Year
t
Year
t-1
Year
t-2
Year
t-3
Executive
0
0
0
0
0
0
0
0
Significant-shareholder appointed
0
0
0
0
0
0
0
0
Independent
2
2
2
2
66.6
66.6
66.6
66.6
Other non-executivedirectors
Total
2
2
2
2
15.38
15.38 18.18 18.18
C.1.5
Explain themeasures which, where appropriate, were adopted to endeavour to include a
number ofwomenon theBoardof Directors, thereby enablinga balancedpresenceofmen
andwomen.
C.1.6
Explain themeasureswhich,whereappropriate,wereadoptedby theAppointmentsCommittee inorder that the
W
When, despite themeasures adopted, where appropriate, the number of female directors
is scant or nil, explain the reasons justifying suchdecision.
C.1.7
Explain the formof representationon theBoardof the shareholderswith significant shareholdings.
The significant shareholders are represented on the Board of Directors by directors who
have been proposed thereby to the General Shareholders' Meeting and whose
appointment was informed upon favourably by the Appointments and Remuneration
Committee.
C.1.8
Explain, where applicable, the reasons why significant-shareholder appointed directors
havebeen appointed at thebehest of the shareholderwhoseholding is less than5%of the
capital:
Explanationof themeasures
No specificmeasurewas adopted for this purpose. On filling vacancies on theBoardor on
appointing new directors to the Appointments and Remuneration Committee, assess the
competences and knowledge of the persons proposed for the position, and the functions
andaptitudes requiredby the candidates.
Explanationof themeasures
The Appointments and Remuneration Committee guarantees that the selection
procedures do not suffer from implicit bias which may give rise to any type of
discrimination and, inparticular, that they donot hinder the selectionof femaledirectors.
This Committee informs the Board of Directors of the matters of gender diversity which
mayariseduring the selectionprocessesof newdirectors.
Explanationof the reasons
Nameor companynameof shareholders
Justification
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