Related-party Transactions

Transaction approval

In accordance with the Board of Directors Regulations, all professional or commercial transactions with Grupo Ferrovial, S.A. or its subsidiaries entered into by the persons stated below require Board authorization, based on a report by the Audit and Control Committee. In the case of ordinary transactions with Ferrovial, it shall be sufficient for the Board of Directors to approve the lines of operations generically. Authorization is not required, however, in transactions that simultaneously fulfil the following three conditions:

  1. That they are carried out pursuant to contracts with standard conditions and are applied en masse to a large number of customers.

  2. That they are carried out at prices or rates that are established generally by whoever acts as supplier of the commodity or service in question.

  3. That their value does not exceed 1% of the Company's annual earnings.

The following must comply with this system:

  • Directors of Grupo Ferrovial, S.A. The person requesting authorization must leave the board room while the Board discusses and votes on the request, the person in question not being permitted to exercise or delegate his/her voting right.

  • Controlling shareholders.

  • Natural persons who represent corporate person Directors.

  • Senior Management.

  • Other managers who the Board of Directors designates individually.

  • Related parties of persons in the foregoing categories, as defined in the Regulations.