According to the bylaws, the Board of Directors has created specialised committees to ensure compliance with its duties of advising the Board of Directors. These committees are:
Audit Committee: The Audit Committee is currently made up of five Board Members. The Audit Committee advises the Board especially in the knowledge and analysis of the annual balance sheet and the regular reports developed for the financial markets which are disseminated through the Comisión Nacional del Mercado de Valores (CNMV), the regulator of the Spanish Stock Exchanges. It also regularly supervises the operations between the company and the more significant shareholders and receives direct and regular information about this activity from both internal and external company auditors.
Our Audit Committee met four times during 2011.
Nomination and Remuneration Committee: This Committee is made up of five Board members. This Committee evaluates the competence, knowledge and experience necessary in the members of the Board of Directors; proposes for appointment independent Directors; reports to the Board on matters of gender diversity; proposes to the Board of Directors the system and amount of the annual remuneration of Directors and remuneration policy of the Members of the Management Team; formulates and reviews the remuneration programmes; monitors observance of the remuneration policies and assists the Board in the compilation of the report on the remuneration policy of the Directors; and submits to the Board any other reports on retributions established under these Regulations.
Our Nomination and Remuneration Committee met three times during 2011.