Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...
Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...
Amadeus IT Holding, S.A. and Subsidiaries - Investor relations at ...
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Explan<strong>at</strong>ion of procedure<br />
its books, records, documents <strong>and</strong> other document<strong>at</strong>ion. The right to inform<strong>at</strong>ion extends to<br />
subsidiaries whenever possible.<br />
The request for inform<strong>at</strong>ion must be addressed to the Chairman of the Board of Directors, who will<br />
cause it to be delivered to the appropri<strong>at</strong>e applicable spokesperson <strong>at</strong> the Company.<br />
If entailing confidential inform<strong>at</strong>ion in the judgement of the Chairman, the Chairman will advise this<br />
circumstance to the Director who requests <strong>and</strong> receives it, as well as of his or her duty of<br />
confidentiality in accordance with the provisions of the Regul<strong>at</strong>ions of the Board.<br />
B.1.43 Please specify whether the Company has established rules whereby Board members<br />
must provide inform<strong>at</strong>ion on <strong>and</strong>, if applicable, resign in any circumstances th<strong>at</strong> may damage<br />
the Company’s st<strong>and</strong>ing <strong>and</strong> reput<strong>at</strong>ion. If so, provide details:<br />
YES<br />
Explan<strong>at</strong>ion of rules<br />
Within the cases of resign<strong>at</strong>ion of Directors provided by the Regul<strong>at</strong>ions of the Board, it is<br />
expressly provided th<strong>at</strong> the Directors must place their position <strong>at</strong> the disposal of the Board of<br />
Directors <strong>and</strong> formalize, if it deems this appropri<strong>at</strong>e, the pertinent resign<strong>at</strong>ion, in the following<br />
cases:<br />
a) when they leave the executive positions with which, where applicable, their appointment<br />
as Director was associ<strong>at</strong>ed;<br />
b) when they are subject to any of the cases of incomp<strong>at</strong>ibility or prohibition provided by law;<br />
c) when they are indicted for an allegedly criminal act or are subject to a disciplinary<br />
proceeding for serious or very serious misdemeanor instructed by the supervisory<br />
authorities;<br />
d) when their continu<strong>at</strong>ion on the Board may place in risk the Company’s interests or when<br />
the reasons for which they were appointed disappear. In particular, in the case of<br />
proprietary external Directors, when the shareholder they represent sells its stakeholding<br />
in its entirety. They must also do so, in the corresponding number, when the said<br />
shareholder lowers its stakeholding to a level which requires the reduction of the number<br />
of external proprietary Directors;<br />
e) when significant changes in their professional st<strong>at</strong>us or in the conditions under which they<br />
were appointed Director take place; <strong>and</strong><br />
f) when due to facts <strong>at</strong>tributable to the Director, his continu<strong>at</strong>ion on the Board causes<br />
serious damage to the corpor<strong>at</strong>e net worth or reput<strong>at</strong>ion in the judgement of the Board.<br />
B.1.44 Please specify whether any member of the Board of Directors has notified the Company<br />
th<strong>at</strong> he or she has been tried, or notified th<strong>at</strong> judiciary proceedings have been filed, for any<br />
offences established in section 124 of the Spanish Corpor<strong>at</strong>ions Law.<br />
NO<br />
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