Annual Corporate Governance Report 2017

31 C.2.3 (Repealed.) C.2.4 (Repealed.) C.2.5 Indicate whether regulations exist on the board committees and, if so, where they are available for inspection, and disclose any alterations made in the year. Indicate whether any annual report on the activities of each committee has been prepared voluntarily. No specific regulations exist with respect to Board committees. Such rules are included in the Board Regulations, which establish the powers and duties, membership, etc. of such committees, and which are available for consultation on the CNMV website and on the corporate website. In the areas relating to the organisation and functioning of the committees that are not expressly envisaged in the Board Regulations, as stated therein, the rules established in relation to the Board are applied, provided that they are compatible with the nature and function of the committee in question. Each Board committee annually approves a report on its membership, functioning and activity during the year, and subsequently briefs the Board of Directors. The reports are published on the corporate website and are taken as reference for the Board of Directors’ evaluation of the committees. In December 2017, the Audit and Control Committee, following the recommendations of the CNMV Guide for Audit Committees, improved the planning of its activities by adopting an Annual Plan for 2018 which will allow it to monitor the fulfilment of its tasks and the performance of its duties and responsibilities. C.2.6 (Repealed.) D RELATED-PARTY AND INTRAGROUP TRANSACTIONS D.1 Describe any procedure that is in place for the approval of related-party and intragroup transactions. Procedure for approval of related-party transactions Related-party and intragroup transactions must be approved by the Board. The Audit and Control Committee produces a prior report describing the related-party transaction: the type of transaction, specific features, amount and parties involved. The prior favourable report by the Audit and Control Committee for related-party transactions must include all related-party and intragroup transactions, unless: - the transaction is concluded under a standard contract that applies across a wide range of clients; - the transaction is concluded at a price or rate that is fixed as a general rule by the party acting as the supplier of the goods or services involved; - the value of the transaction does not exceed one percent (1%) of the Company’s annual revenue. The Audit and Control Committee’s report is issued – and approved by the Board – on a quarterly basis, and always precedes the release of the annual and/or interim financial statements. The Finance Division and the Internal Audit and Control Division regularly – and at least on a quarterly basis – check that all related-party and intragroup transactions are fully identified, correctly classified, and measured in accordance with prevailing laws, regulations and standards. In 2015, a specific protocol was approved by the Regulatory Compliance Committee, which submitted the mandatory information to the Audit and Control Committee, for analysis and supervision of related-party transactions. This protocol regulates the special procedures that must be followed in relation to related-party transactions in terms of an analysis of their arm’s length conditions, and the control and monitoring mechanisms implemented at Atresmedia in this regard. This protocol applies and is complied with by the whole Atresmedia Group. It was fully notified to all the areas affected by its effective application.