BOARD OF DIRECTORS

Board of Directors: A plural, independent body that constansly renews itself and oversees the group's strategyPicture by Rafael Sámano. Board of Directors on February 2016

See updated composition.

The Board of Directors, which has the broadest powers and authority to administer and represent the Company, focus its activities on the definition and supervision of the general strategy of the Company, including the approval of the Corporate Policies relating to corporate governance and regulatory compliance, risks, and social responsibility in accordance with Article 8 of the Regulations of the Board of Directors [PDF].

It also entrusts the organisation and strategic coordination functions to the chairman and chief executive officer and to the management team, who disseminate, implement and supervise the general strategy defined by the Board of Directors pursuant to the to the Corporate Governance System.

In addition, the Board of Directors has created an Executive Committe and four consultative committees: the Audit and Risk Supervision Committee, the Appointments Committee, the Remuneration Committee, and the Corporate Social Responsibility Committee.

BOARD OF DIRECTORS STRUCTURE

The following chart shows the proportion of the different types of directors inside the Board of Directors and its consultative commissions:

Board of Directors: Types od directors: Executive (1), Independents (9) and Other externals (4).

Infograph, Board of Directors structure [PDF]

All members of the Board of Directors are external directors, except for the chairman, Mr Ignacio Sánchez Galán, who is an executive director.

The independent director Ms Inés Macho Stadler chairs the Remuneration Committee and is especially empowered to act as lead director pursuant to article 21 of the Regulations of the Board of Directors [PDF].

The positions of counsel to the Board of Directors and secretary of each of its consultative committees, are held by well-respected outside lawyers, which ensures their independence and enriches debate and the exchange of viewpoints at the meetings of the Board of Directors and its committees.

Infograph, Board of Directors operation [PDF]