AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

c) Main characteristics of occupational welfare schemes (for example, supplementary pensions, life
insurance and similar), with a calculation of their amount or equivalent annual cost.
d) Conditions which must be included in the contracts of those who perform senior management
functions as executive directors, amongst which the following are included:
i) Length;
ii) Time periods for prior notification; and
iii) All other clauses relative to engagement bonuses, as well as to indemnity for early termination
or ending of the contractual relationship between the Company and the executive director.
See caption: B.1.15
Complies
36. The forms of remuneration by way of the delivery of company shares or of shares from companies
in the group, stock options or instruments tied to share value, variable remuneration linked to the
company’s performance or occupational welfare schemes must be limited to executive directors.
This recommendation shall not include the delivery of shares, when a requirement is that directors
maintain the shares until they leave their office.
See captions: A.3 and B.1.3.
Complies
37. The remuneration of external directors must be sufficient to reflect the dedication, qualification and
responsibility required by their office, but it should not be so high as to compromise their independence.
Complies
38. The forms of remuneration tied to the Company’s performance must take into account the possible
qualifications recorded in the external auditor’s report, which reduce said performance.
Complies
39. In the case of variable remuneration, remuneration policy must incorporate the necessary technical
precautions in order to ensure that said forms of remuneration are connected to the professional
performance of the beneficiaries and do not merely stem from general market or corporate activity
sector trends or other similar circumstances.
Complies
40. The Board must put to a vote by the General Shareholders Meeting, by way of a consultative vote
and as a separate point in the agenda, a report on the compensation policy for Board members, and
that this report must be made available to the shareholders either separately or in any other way that
the company considers to be suitable.
This report will focus on the compensation policy approved by the Board for the current year, as well as,
if applicable, that planned for future years. It will cover all the questions to which Recommendation 35