Functions: oversee and coordinate the business units and corporate functions. Analyse and propose objectives, strategic plan and annual budget, in addition to approving policies and initiatives from the different units and departments.

Functions: propose the strategy and Cepsa Global Risk Policy within which the business units and corporate areas must conduct their activities.

Functions: analyse the major investment projects which the Company is contem- plating prior to submission to the Board of directors.

MANAGeMeNT CoMMITTe

INVeSTMeNT CoMMITTee

22 meetings

19 meetings

RISK CoMMITTee

4 meetings

MANAGEMENT BODIES

ReMuNeRATIoN PoLICy Remuneration of the Board directors is regulated by the Company Bylaws which lay down the maximum amount that can be allocated annually to this item. The Appointments and Remuneration Com- mittee reviews and proposes the amount of remuneration for the Board directors within the limit set in the Bylaws, which must be approved in exercise of the func- tions of the General Meeting. directors re- muneration, related to position of director,

consists of an annual fixed amount, which is distributed based on the dedication and importance of the functions performed by each director. Although this remuneration is not formally linked to objectives, it is the Appointments and Remuneration Com- mittee s responsibility to review it and propose the most appropriate profiles of members of the Board of directors to en- sure the objectives set by Cepsa are met.

50

CHAPTER 4 efficient and responsible management