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108

MEDIASET ESPAÑA COMUNICACIÓN, S.A.

9.5.2. Duties

The Department shall be responsible for:

a) Managing the treasury shares in accordance with the general principles established in the Code

of Conduct and those determined by the Mediaset España Group’s managing bodies.

b) Overseeing the performance of the Telecinco’s shares and informing the director of regulatory

compliance of any significant changes in the share price which cannot reasonably be attributed

to market movements.

c) Keeping a record of all treasury share trades ordered and executed for consultation by the

director of regulatory compliance, the Board of Directors or any other persons designated by

the Board.

d) Establishing relationships with any supervisory bodies as necessary to correctly comply with the

provisions of this Code.

e) Preparing a report on the Department’s activities quarterly or whenever so required.

f) Notifying the director of regulatory compliance of any significant incident arising from the

management of the treasury shares.

SIGNIFICANT AGREEMENTS THATWOULD COME INTO FORCE, BE

AMENDED OR EXPIRE INTHE EVENT OF A CHANGE OF CONTROL AT

THE COMPANY

There are no significant agreements subject to a change in control at the Company.