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Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...

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B.1.8 Please detail any Board members who have notified the Company of their membership<br />

on the Boards of directors of other companies (other than Group companies) listed on official<br />

securities markets in Spain:<br />

Name of director Name of listed company Position<br />

GUILLERMO DE LA DEHESA ROMERO CAMPOFRÍO FOOD GROUP S.A. DIRECTOR<br />

GUILLERMO DE LA DEHESA ROMERO BANCO DE SANTANDER, S.A. DIRECTOR<br />

B.1.9 Please specify whether the Company has established rules concerning the number of<br />

Boards on which its directors can hold se<strong>at</strong>s, providing details if applicable:<br />

YES<br />

Explan<strong>at</strong>ion of rules<br />

In accordance with the provisions of the Company’s Board of Directors Regul<strong>at</strong>ion, Directors may<br />

not form part –in addition to the Company’s Board– of more than six (6) boards of directors of<br />

commercial companies.<br />

For purposes of computing the number of boards to which the above paragraph refers, the<br />

following rules shall be borne in mind:<br />

(a) those boards of which he forms part as a proprietary director proposed by the Company or<br />

by any company belonging to its group shall not be computed;<br />

(b) all boards of companies th<strong>at</strong> form part of the same group, as well as those of which he<br />

forms part as a proprietary director <strong>at</strong> any group company, shall be computed as one<br />

single board, even though the stake in the capital of the company or the corresponding<br />

degree of control does not allow it to be considered to form part of the group;<br />

(c) those boards of asset-holding companies or companies th<strong>at</strong> constitute vehicles or<br />

complements for the professional exercise of the Director himself, his spouse or a person<br />

with an analogous affective <strong>rel<strong>at</strong>ions</strong>hip, or of his closest rel<strong>at</strong>ives, shall not be computed;<br />

<strong>and</strong><br />

(d) those boards of companies, even though commercial in n<strong>at</strong>ure, whose purpose is<br />

complementary or accessory to another activity which for the Director constitutes an<br />

activity rel<strong>at</strong>ed to leisure, assistance or aid to third parties, or any other which does not<br />

entail for the Director a true dedic<strong>at</strong>ion to a commercial business, shall not be considered<br />

for comput<strong>at</strong>ion<br />

14

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