27.- REMUNERATION AND OTHER STATEMENTS MADE BY THE BOARD OF DIRECTORS AND SENIOR MANAGEMENT

The Management Bodies of the Parent Company have the following composition at 31 December 2017:

• Board of Directors: 10 members in 2017 (11 in 2016),
• Executive Committee: 5 members in 2017 (4 in 2016),
• ComAudit and Control Committee: 3 members in 2017 (5 in 2016), and
• Appointments and Remuneration Committee: 4 members in 2017 (6 in 2016).

The amount accrued during 2016 and 2017 by the members of the Parent Company’s Board of Directors in relation to the remuneration of the CEO, bylaw stipulated directors’ fees and subsistence allowances and other items, is as follows:

27.1 Remuneration of the Board of Directors

	Thousands of Euros
Remuneration item	2017	2016
Fixed remuneration	490	451
Variable remuneration	344	-
Parent Company: subsistence allowances	178	274
Parent Company: Directors’ fees	1.017	509
Options on shares and other financial instruments	191	-
Indemnifications/others	86	10
Life insurance premiums	26	4
Total	2.332	1.248

The Board of Directors had 10 members at 31 December 2017, of which one is a woman and nine are men (in 2016, there were 11 members: two women and nine men).

In relation to the chapter “Share transactions and/or other financial instruments”, the objective longterm remuneration earned has been taken into account. The remuneration in kind (leasings and medical insurance) and the shares delivered in 2017 due to the settlement of the incentive long-term plan as indicated in the section “Others” are included

27.2 Remuneration of senior management

The remuneration of members of the Management Committee at 31 December 2017 and 2016, excluding these who simultaneously hold office as members of the Board of Directors (whose remuneration has been set out above), is detailed below:

	Thousands of Euros
	2017	2016
Pecuniary remuneration	2.678	2.617
Remuneration in kind	556	131
Others	642	890
Total	3.876	3.668

27.3 Information on conflicts of interest on the part of Directors

At year-end 2017, the members of the Board of Directors of NH Hotel Group, S.A. have indicated that they are not in any situation of conflict, direct or indirect, that they or persons related to them, as defined in the related Act, may have with the interests of the Company, except the directors related to GIHSA, who have reported:

• On 19 April 2017, with prior information and deliberation in previous sessions of the Audit and Control Committee of 27 February 2017, and of the Board of Directors on 28 February 2017, NH Hotel Group, S.A. and Grupo Inversor Hesperia, S.A., signed a Framework Agreement for the management by NH of 28 hotels in the hotels portfolio owned by Grupo Inversor Hesperia, S.A. The terms and conditions of the Agreement was unanimously approved by NH’s Board of Directors following a favourable report from its Audit and Control Committee.

During the aforementioned meetings, the Directors related to GIHSA were absent and abstained from taking decisions.