IBERSOL | Integrated Management Report 2022

CORPORATE GOVERNANCE REPORT a) Transactions carried out between the Company and its Affiliates provided that they are in a controlling relationship with the Company 4 and no Party Related to the Company has an interest in that Affiliate; b) Transactions related to the remuneration of the members of the Board of Directors, or to certain elements of that remuneration; and c) Transactions proposed to all shareholders of the Company in the same terms in which the equal treatment of all shareholders and the protection of the interests of the Company are ensured. 6. TRANSACTIONS CARRIED OUT BETWEEN THE COMPANY AND ITS RE- LATED PARTIES 6.1. All transactions that are not excluded or exempted in accordance with point 5 above and that the Company plans to carry out with one or more Re- lated Parties must be previously reviewed by the Administrative Department, which must send to the competent body for approval of the transaction, a report where: a) the estimated value of the transaction is indicated, as well as whether the Related Party has carried out other Transactions with the Company in the last 12 months that have not been publicly disclosed under the terms of this Procedure, indicating the value of these Transactions; b) it is stated and substantiated that the transaction in question is a Current Activity Transaction; and, c) it is confirmed that the Company’s Administrative Department has been informed of the potential transaction for the purpose of complying with the transfer pricing requirements, if applicable. 6.2. The Board of Directors (or the Executive Committee if within the scope of its delegated powers) - can approve a Transaction with Related Parties if: (i) the report issued by the Administrative Department of the Company con- firms that the Transaction in question is a Current Activity Transaction and (ii) the value of the transaction is less than 2.5% of the Company’s consolidated assets, here being considered all Transactions with the same Related Party entered into during any 12-month period or during the same year, and which have not been subject to the public disclosure obligations foreseen under the terms of this Procedure in Point 7 below; 4. Entities that are co-controlled by the company are not included in this exclusion 372