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CHAPTER 4 Responsible Management Corporate governance ยท Corporate Responsibility Strategy

REMUNERATION OF THE BOARD AND SENIOR MANAGEMENT

The Nomination and Remuneration Committee is the body that analyses and proposes the remuneration of the members of the Board and Senior Management. Remuneration has two components: a fixed annual allocation and, until December 2015, attendance fees.

The remuneration of Senior Manage-

ment and Executive Directors includes a variable portion consisting of a per- centage of fixed remuneration based on the degree of fulfilment of the tar- gets set for the year. These targets are based on consolidated profits, safety at work ratios, business operating issues, support activities and personal performance.

INVESTMENT COMMITTEE

RISK COMMITTEE

Perform a detailed analysis of any ma- jor investment projects the Company plans to undertake, prior to being sub- mitted to the Board of Directors.

Approve Cepsa s Global Risk Policy and strategy within which the business units and corporate areas are required to operate.

Functions

Functions

12 meetings a year.

4 meetings a year.

Meetings

Meetings

Directors Remuneration (Thousands of euros)

2015

2014

2013

5,979

6,750

4,090 Variable

remuneration

32%

Funds and pension plans

10%

Other wage factors

1%

Fixed remuneration

20%

Statutory fees

35%

Allowances 2%