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

ACTIVITY REPORT OF THE APPOINTMENTS AND
REMUNERATION COMMITTEE DURING THE 2011
FINANCIAL YEAR
The composition, powers and operation of the Appointments and Remuneration Committee are regulated
by statute, through Article 26 of the Regulations governing the Board of Directors.
Composition of the Committee.
During the 2011 financial year, the chairmanship of the Committee has been held by Mr. Juan José
Toribio. The composition of the Committee was last modified on 23 March 2011 when the Committee
went on to have a total of 4 members, including the Independent Board Member, Mr. Ignacio López del
Hierro Bravo.
As determined by the Regulations governing the Board of Directors, the number of members of the
Committee shall not be less than three and not more than six, and is set by the Board of Directors.
All the members of the Appointments and Remuneration Committee are non-executive Board Members,
and the chairman is an independent Board Member.
Activities undertaken by the Committee during the 2011 financial year.
The Committee met four times during the 2011 financial year, on the following dates: 23 February, 25
April, 18 May and 17 October.
The activities carried out in these meetings were as follows:
‣ Assessment of the incorporation of a new Board Member to the Board of Directors of Amper
‣ Review and proposals for the remuneration of the Executives of the Amper Group, in particular
the variable remuneration system based on objectives
‣ Review, report and proposal for a remuneration plan of the management team related to the
shares of Amper
‣ Assessment of candidates who are to hold executive positions in the Management Committee and
various management positions in eLandia
‣ Review and report on the remuneration policy of the Board of Directors for 2010 and the policy
proposal for 2011
‣ Report submitted to the Board of Directors with the performance evaluation of the Board, the
Chairman and the Chief Executive Officer
1 of 1