IBERSOL • 2023 Integrated Management Report

INTEGRATED MANAGEMENT REPORT 2023 Explanation for not adopted or partially adopted Recommendations Recommendation II.2 .5. (1) and (3) - The company does not have any specialised committees on corporate governance matters and the Re- muneration Committee has not been given any special powers in terms of corporate governance. The structure and composition of the Board of Directors, with 5 members, 2 executive and 3 non-executive, which carries out an annual assessment of their performance, the Audit Board and the Statutory Auditor, which carry out the respective supervision within the scope of the company, and the Remuneration Committee, which assesses the performance and approves the remuneration of the members of the Board of Directors and other corporate bodies, in ac- cordance with the company’s Remuneration Policy - is a structure that is demonstrably appropriate to the size of the company, and is necessary and sufficient to ensure that the risks to which the company is exposed and which are inherent to its specific activity are minimised, as well as being adequate to ensure the necessary efficiency in the performance of the duties entrusted to each of these members, with the non-executive members of the management body exercising all their necessary direct collaboration with the corporate objectives to which they are assigned. Considering what has just been said and in accordance with the Internal Policy for Selection and Evaluating the Adequacy of the Members of the Company’s Management and Supervisory Bodies, the Remunera- tion Committee has, supplementarily, limited competence in this matter of appointments in the sense that Point 4 of the aforementioned Policy states the following: “Responsibility for evaluating the suitability of can- didates for members to integrate the Board of Directors and the Audit Committee to be elected at the General Meeting will be the responsibil- ity of the proposing shareholder or shareholders, or, at the request of the proposing shareholder or shareholders, to the Remuneration Com- mittee with the powers set out in article 399 of the Commercial Compa- nies Code.”. Recommendation III.4 - As there have been no express requests from shareholders to date regarding participation in the General Meeting by telematic or remote means, and as this method is not specifically pro- vided for in the company’s articles of association, there is no limit to the possibility of recommending the use of this same remote means if 363