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General Shareholders Meeting

The General Shareholders Meeting is the body in which the shareholders participate and when properly convened, has the power to deliberate and adopt, by majority, decisions on matters that the law and Articles of Association reserve for its decision and are submitted for its approval.

The decisions of the General Meeting are binding on all shareholders, including those voting against and those who did not participate in the meeting. A General Meeting may be ordinary or extraordinary. In either case, it is governed by the law and Articles of Association.

The Chairperson of the General Meeting is appointed by the shareholders and must be a person who meets the same requirements of independence as for the independent Directors. The appointment is for three years and may only be re-elected once.

In addition to the Chairperson, the Board of the General Meeting is constituted by the Chairperson of the Board of Directors, or his substitute, the other Directors and the Secretary of the Board of Directors. The Board of the General Meeting of Shareholders, through the Chairperson of the General Meeting, is responsible for organizing its proceedings.

The position of Secretary of the General Meeting is held by the non-member Secretary of the Board of Directors, Emilio García-Conde Noriega, whose professional address is that of the Company.