AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

AMPER, SA and Subsidiaries Consolidated Financial Statements for ... AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

05.01.2015 Views

B.1.7 Identify, where appropriate, the Members of the Board of Directors who are Directors or executives of other companies belonging to the listed company group: Name or company name of Director MR. ALFREDO REDONDO IGLESIAS MR. ALFREDO REDONDO IGLESIAS MR. ALFREDO REDONDO IGLESIAS MR. ALFREDO REDONDO IGLESIAS Company name of group entity AMPER PROGRAMAS DE ELECTRONICA Y COMUNICACIONES, S.A. AMPER SISTEMAS, S.A. EPICOM, S.A. S.A. DE FINANZAS Y TELECOMUNICACION Position Director Representative of joint director Representative of joint director Representative of joint director B.1.8 Detail, where appropriate, the Directors of the company, who are Directors of other companies listed on official stock exchanges in Spain other than those of the Group, who have been reported to the company: Name or company name of Director MR. PEDRO MATEACHE SACRISTAN Company Name of the listed company SERVICE POINT S.A. Position DIRECTOR TVIKAP AB SERVICE POINT S.A. DIRECTOR B.1.9 Specify and, where appropriate, explain, if the Company has established Rules about the number of boards which Directors can be part of: YES Explanation Article 31 of the Regulations of the Board of Directors establishes that, except for the positions which can be held in Group Companies, the Director cannot provide professional services, nor services of any other nature, in entities which compete with their Company or any of the companies in its Group, unless he has the express authorization of the Board of Directors, which, in any case, must respect the limitations imposed by the Law. Before accepting a position as Director in another company or entity whose activity is directly or indirectly related to the activity of the Company or by any of the companies in its consolidated group, the Director must consult the Appointments and Remunerations Committee.

B.1.10 With regard to the recommendation number 8 of the Unified Code, specify and detail the general policies and strategies of the Company which the Board of Directors has reserved to be approved: Investment and financing policy YES Definition of the structure of the Group of Companies YES Corporate governance policy YES Corporate social responsibility policy YES Strategic or business plan, management objectives and annual budget YES Policy on remuneration and evaluation of the work of the top management Policy on risk control and management, and periodical monitoring of the internal systems of information and control Policy on dividends, as well as treasury stock and, especially, their limits YES YES YES B.1.11 Complete the following tables about the directors’ aggregate remuneration accrued during the financial year: a) In the company covered by this report: Compensation item Data in thousands of Euros Fixed compensation 648 Variable compensation 91 Allowances 245 Statutory fees 0 Stock options and/or other financial instruments 0 Other 0 Total 984 Other benefits Data in thousands of euros Advances 0

B.1.7 Identify, where appropriate, the Members of the Board of Directors who are Directors or executives of<br />

other companies belonging to the listed company group:<br />

Name or company name of<br />

Director<br />

MR. ALFREDO REDONDO<br />

IGLESIAS<br />

MR. ALFREDO REDONDO<br />

IGLESIAS<br />

MR. ALFREDO REDONDO<br />

IGLESIAS<br />

MR. ALFREDO REDONDO<br />

IGLESIAS<br />

Company name of group entity<br />

<strong>AMPER</strong> PROGRAMAS DE<br />

ELECTRONICA Y<br />

COMUNICACIONES, S.A.<br />

<strong>AMPER</strong> SISTEMAS, S.A.<br />

EPICOM, S.A.<br />

S.A. DE FINANZAS Y<br />

TELECOMUNICACION<br />

Position<br />

Director<br />

Representative of joint director<br />

Representative of joint director<br />

Representative of joint director<br />

B.1.8 Detail, where appropriate, the Directors of the company, who are Directors of other companies listed<br />

on official stock exchanges in Spain other than those of the Group, who have been reported to the<br />

company:<br />

Name or company name of Director<br />

MR. PEDRO MATEACHE<br />

<strong>SA</strong>CRISTAN<br />

Company Name of the listed<br />

company<br />

SERVICE POINT S.A.<br />

Position<br />

DIRECTOR<br />

TVIKAP AB SERVICE POINT S.A. DIRECTOR<br />

B.1.9 Specify <strong>and</strong>, where appropriate, explain, if the Company has established Rules about the number of<br />

boards which Directors can be part of:<br />

YES<br />

Explanation<br />

Article 31 of the Regulations of the Board of Directors establishes that, except <strong>for</strong> the positions which can<br />

be held in Group Companies, the Director cannot provide professional services, nor services of any other<br />

nature, in entities which compete with their Company or any of the companies in its Group, unless he<br />

has the express authorization of the Board of Directors, which, in any case, must respect the limitations<br />

imposed by the Law. Be<strong>for</strong>e accepting a position as Director in another company or entity whose activity<br />

is directly or indirectly related to the activity of the Company or by any of the companies in its<br />

consolidated group, the Director must consult the Appointments <strong>and</strong> Remunerations Committee.

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