31
C.1.31 State whether the individual and consolidated financial statements that are presented to the Board to be approved are certified in advance:
NO
Identify, as applicable, the person(s) that has/have certified the Company’s individual and consolidated financial statements to be drafted by
the Board:
C.1.32 Explain, if applicable, the mechanisms established by the Board of Directors to prevent the individual and consolidated annual accounts
it draws up from being submitted to the General Meeting of Shareholders with qualifications in the auditors’ report.
Article 41.2 of the Regulations of the Board establishes that the Board of Directors shall ensure the financial statements are drawn up definitively
so that there is no need for auditor qualifications. Nevertheless, when the Board considers that its criteria should remain unchanged, it shall
publicly explain the content and scope of the discrepancies.
C.1.33 Is the Secretary of the Board a Director?
NO
If the secretary is not a Director, complete the following table:
Name or company name of secretary
Representative
MR PEDRO FERRERAS DÍEZ
C.1.34 Paragraph repealed.
C.1.35 State the mechanisms established by the Company, if any, to preserve the independence of external auditors, financial analysts, investment
banks and rating agencies
The Board of Directors has established a stable and professional relationship with the Company’s external accounts auditor through the
Audit and Control Committee, strictly respecting its independence. In this sense, article 25. b) of the Regulations of the Board of Directors
expressly establishes that one of its responsibilities is to pass along to the Board of Directors proposals for selecting, appointing, re-electing and
substituting external auditors, as well as conditions for their contracting and regularly collecting information from them on the audit plan and its
execution, in addition to preserving its independence in exercising its functions. Furthermore, the Audit and Control Committee is responsible
for establishing suitable relationships with auditors or audit firms in order to receive information regarding any issues that may jeopardise their
independence, so that these can be examined by the committee, and any other matters related with the process of conducting financial audits,
as well as any other communications stipulated in the financial auditing legislation and audit regulations. In any event, it must receive written
confirmation on an annual basis from the auditors or auditing firms of their independence from the Company or entities related to it either
directly or indirectly, as well as information on any additional service of any kind provided to such entities and the corresponding fees received
by the aforementioned auditors or by persons related to them in accordance with the provisions set forth in legislation regarding auditing.
Likewise, every year, prior to issuing the audit report, the Audit and Control Committee must also issue a report in which it gives its opinion on
the independence of the auditors or auditing firms. This report must always contain an assessment of the additional services referenced in the
above paragraph, considered individually and together, that are separate from the legal audit and with regard to their independence and to
audit regulations.
C.1.36 State whether the Company has changed its external auditor during the year. If so, please identify the incoming and outgoing auditors:
NO
In the event that there were disagreements with the outgoing auditor, explain the content of the disputes
C.1.37 State whether the audit firm carries out other work for the company and/or its group other than audit work and if so, state the total fees
paid for such work and the percentage this represents of the fees billed to the company and/or its business group:
YES
Company
Group
Total
Amount for work other than auditing (€ thousands)
844
159
1003
Amount for work other than audit work / Total amount invoiced by the audit
firm (%)
61.65
9.96
33.82
ANNUAL CORPORATE GOVERNANCE REPORT
