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MEDIASET ESPAÑA COMUNICACIÓN, S.A. AND SUBSIDIARIES
9.2. Policy on treasury shares
Within the scope of the authorization given at the General Meeting, the Company’s Board of Directors shall be
responsible for drawing up specific plans for the acquisition or disposal of treasury shares.
9.3. General principles guiding trading in treasury shares
Trading in treasury shares shall conform to the following principles:
9.3.1. Compliance with regulations
All Affected Persons are obliged to know and comply with the applicable internal regulations and procedures.
9.3.2. Purpose
The overriding objective of trading in treasury shares is to provide investors with the adequate market liquidity
and depth for its securities, and to minimize any possible temporary imbalances arising between market demand
and supply. Under no circumstances shall trading be engaged in with a view to intervening in the free formation
of prices.
9.3.3.Transparency
Transparency in dealings with the stock exchange supervisory and regulatory bodies in connection with treasury
share transactions shall be monitored.
9.3.4. Insider information
Under no circumstances may persons who have had access to insider information on the related securities and
instruments trade in treasury shares.
9.3.5. Neutrality in price formation
Intervention shall be neutral and under no circumstances may a dominant position be held in the market.
9.3.6. Brokerage
The Mediaset España Group companies shall channel all trading in Company shares through a limited number
of market members. Prior to any trading the Company shall inform the CNMV in a confidential manner of the
designated member and also of any replacement thereof. In the event that a framework agreement is executed with
any market member governing treasury share dealing, a confidential copy thereof shall be furnished to the CNMV
and to the stock exchange governing bodies.
9.3.7. Counterparty
The Mediaset España Group companies shall refrain from buying or selling Company shares where the counterparty
is any of the following persons or entities: (i)Telecinco Group companies, (ii) the directors thereof, (iii) their significant
shareholders, or (iv) interposed persons of any of the above. Similarly, the Mediaset España Group companies may
not simultaneously hold purchase and sale orders for Company shares.