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12

C.1.5

Explain the measures which, where appropriate, were adopted to endeavour to include

a number of women on the Board of Directors, thereby enabling a balanced presence of

men and women.

C.1.6

Explain the measures which, where appropriate, were adopted by the Appointments

Committee in order that the selection procedures do not suffer from implicit bias

hindering the selection of female directors, and that the company deliberately seeks to

include women which meet the sought-after professional profile amongst its potential

candidates:

When, despite the measures adopted, where appropriate, the number of female

directors is scant or nil, explain the reasons justifying such decision:

C.1.7

Explain the form of representation on the Board of the shareholders with 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 and approved by the Board of Directors itself.

C.1.8

Explain, where applicable, the reasons why significant-shareholder appointed directors

have been appointed at the behest of the shareholders whose holding is less than 5% of

the capital:

Indicate whether formal petitions for presence on the Board have been ignored from

shareholders whose holding is equal to or higher than that of others at whose behest

significant-shareholder appointed directors were nominated. Where applicable, explain

why these petitions have been ignored:

Yes No X

Explanation of the measures

No specific measure was adopted for this purpose. On filling vacancies on the Board or

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 and aptitudes required by the candidates.

Explanation of the measures

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, in particular, that they do not hinder the selection of female

directors. This Committee informs the Board of Directors of the matters of gender

diversity which may arise during the selection processes of new directors.

Explanation of the reasons

Name or company name of shareholders

Justification

IMAGINA MEDIA AUDIOVISUAL, S.L.

IMAGINA MEDIA AUDIOVISUAL, S.L.

(IMAGINA) and GAMP AUDIOVISUAL,

S.A. (GAMP) were appointed as

directors at the request of IMAGINA

which, at the date of the appointment,

owned direct and indirect holdings

(via GAMP) exceeding 5%.