Annual Report 2012 - Ono

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Corporate Governance Report Other benefits Advances Loans Pension funds and plans: contributions Pension funds and plans: obligations Life insurance premiums Guarantees issued by the company in favour of directors Thousand euros ONO in 2012 Who is ONO? What does ONO do? ONO’s Responsibility Financial analysis c) Total remuneration by type of director. Type of director By company By group Executive 2,388 External proprietary External independent 216 Other external Total 2,596 Corporate Governance Report The Figures Annexes Contact Information d) Remuneration as percentage of profit attributable to the parent company. Total remuneration for directors (thousand euros) 2,596 Total remuneration for directors/profit attributable to parent company (%) 4.91% B.1.12. Members of senior management who are not also executive directors and total remuneration paid to them. Name or company name Carlos Sagasta Reussi Guillermo Mercader Herrero Víctor Manuel Guerrero Ferrer Rafael Brull Dans John Paul Kearney Carlos Porfirio Moreno Alonso Antonio de la Fuente Fernández Juan Luis Delgado Dominguez Position Chief Financial Officer Director General of Residential Business Director of Business Unit Director of On-line Business Unit Director of Networks and Technology Director of Systems Director of People, Teams and Resources Secretary General and Secretary to the Board Print Report The Figures Total remuneration to senior management (in thousand euros) 2,406 134
Corporate Governance Report B.1.13. Clauses that guarantee or provide “golden parachutes” in the event of dismissal or changes in control, for senior management, including executive directors, and whether these agreements must be reported to/approved by the administrative bodies of the company. Number of beneficiaries 4 B.1.14. Processes for establishing the remuneration of the members of the Board of Directors and clauses of the bylaws concerning this. Article 25 of the company Bylaws establishes that the position of director will be remunerated. The General Shareholder Meeting will establish, preferably in the annual Ordinary General Meeting, the global sum that all directors will receive in the year underway. The Board of Directors will freely decide on the distribution of this amount, and can establish a sum, included in that set by the General Shareholder Meeting as above, that each director can receive for attendance at the meetings of the Board of Directors and any Committees of the Board, without this sum necessarily having to be the same for each director. In addition, the Board can, within this global sum that the General Shareholder Meeting establishes each year, remunerate certain directors for the responsibilities allocated to them or the functions they provide. In addition, directors may be remunerated by providing them with shares in the capital of the Company, or options on these shares or options linked to the value of the shares of the Company. The use of these types of remuneration will require the prior agreement of the General Shareholder Meeting. Any such resolution will include, as a minimum, the number of shares or options to be awarded to each director remunerated this way, which may differ, the strike price of the options, the value of the shares used as a benchmark, and the duration of this system of remuneration. ONO in 2012 Who is ONO? What does ONO do? ONO’s Responsibility Financial analysis Corporate Governance Report The Figures Annexes Contact Information Similarly, article 17.1 c) of the Regulations for the Internal Functioning of the Board of Directors recognises the right of directors to receive attendance fees for their personal attendance at the meetings of the Board of Directors, and/or the remuneration established for their position or functions, in the terms established in the Bylaws. The remuneration of directors, for any concept, must follow the criteria and recommendations of the Appointments and Remuneration Committee, subject to the sovereignty of the General Shareholder Meeting in terms of this remuneration, as established in the Bylaws. Print Report The Figures 135
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Annexes Report scope Company: Grupo
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Annexes Principles for the preparat
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Annexes Index of GRI indicators 3.
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Annexes Index of GRI indicators 4.9
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Contact Information ONO in 2012 Who
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Annual Report 2012 - Ono

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