Page 107 - MEDIASET ESPAÑA / 2013. Financial Statements, Management and Corporate Governance Report

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MEDIASET ESPAÑA COMUNICACIÓN, S.A.
MANAGEMENT REPORT FOR THEYEAR ENDED DECEMBER 31, 2013
(Thousands of euros)
Code of Good Governance as well as others inexistent until now: our Code of Ethics is obligatory for any natural or
legal person collaborating in any and all capacities with us, as well as the Rules of Internal Conduct of Mediaset España
Comunicación, S.A. and subsidiaries with regards to the securities market.
This also contemplates a review of the quantitative and qualitative composition of the Board of Directors and the
Commissions in order to comply with recommendations in this regard.
Mediaset España Comunicación,S.A.and subsidiaries’Corporate Governance Report,Report on Corporate Responsibility,
and Remuneration Policy are approved at its General Shareholders’ Meeting, and were verified by independent auditors
(PricewaterhouseCoopers) which rated it top among IBEX-35 companies in a study of Corporate Governance
compliance, as do other specialized institutions.
HEDGING
The Company uses financial instruments to hedge the impact of foreign exchange differences in connection with
transactions (primarily the acquisition of external production rights) denominated in foreign currency.These hedges are
designed to offset the impact on the income statement of exchange-rate fluctuations in outstanding amounts payable
on these transactions. Specifically, the Company buys foreign currency forward for the amounts payable so as to match
the forecast payment dates.
RISK CONTROL
The Company’s risk management policies are described in Note 8.3 of the accompanying financial statements.
RESEARCH AND DEVELOPMENT COSTS
The Company’s biggest investments go to the current and future content broadcast by the Group. It does not have a
specific R&D department, although innovation is still a crucial area of future development.
EVENTS AFTERTHE REPORTING PERIOD
At the date of preparation of these financial statements, no significant events have occurred.
CAPITAL STRUCTURE
The Company’s share capital before the capital increases carried out to acquire Cuatro and 22% of Digital+ amounted
to 123,320,928.00 euros, made up of 246,641,856 shares of the same class represented by book entries and with a par
value of 0.50 euros each. As a result of the capital increases, the number of shares increased to 406,861,426 of 0.50
euros par value each, taking the total to 203,430,713 euros. All the shares are of the same class and represented by
book entries.