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

(ordinary, administrative, special, labour, etc.) including the
Supreme Court, and in any instance, exercising all types of
actions that correspond to defend their rights and with the
express power to answer interrogatories in judicial
confession, giving and granting the relevant powers to
solicitors and appointing attorneys to represent and defend
the Company before such courts and agencies.
d) Direct and manage the business, taking into account the
management thereof in a consistent manner. To this end,
the rules of governance and the system of administration
and operation of the company shall be established,
organising and regulating the technical and administrative
services of the same.
e) Enter into all kinds of contracts and carry out administration and disposition
actions on any type of goods or rights, through agreements
or conditions it considers appropriate, and establish and
cancel mortgages and other liens or in rem rights over the
assets of the company, as well as waive, with or without
payment, all sorts of privileges or rights. It may also decide
on whether the company participates in other companies
or corporations, and the constitution, dissolution and
liquidation of subsidiary companies.
f) Bear the signature and act on behalf of the company in all kinds of banking
transactions, opening and closing current accounts, having
them available, intervening in bills of exchange as drawer,
acceptor, guarantor, endorser, endorsee or holder thereof,
open secured or unsecured loans and cancel them,
execute the transfer of funds, annuities, loans or securities
using any method of transaction or movement of money,
approve settled account balances, establish and withdraw
deposits or bonds, offset accounts, formalize exchanges,
etc., all feasible at the Bank of Spain and at the official
Bank, as well as at private bank entities and any other
agency of the Administration of the State.
Provide warranties, guarantees and collateral in favour of
third parties.
g) Appoint, assign and dismiss all personnel of the company,
and assign them the appropriate salaries and bonuses.
h) Accept the resignation of the Board Members.
i) Designate an Executive Committee from among its
members, and one or more Managing Directors, without
prejudice to the powers conferred on any person. The
Board of Directors may also designate other Committees,
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