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« Previous Page Table of Contents Next Page »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 Telecinco 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 confdential 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 confdential copy thereof shall be furnished to the CNMV and to the stock exchange governing bodies.
9.3.7. Counterparty
The Telecinco 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 signifcant shareholders, or (iv) interposed persons of any of the above. Similarly, the Telecinco Group companies may not simultaneously hold purchase and sale orders for Company shares.
9.3.8. Restrictions
Trading in Company shares shall not be engaged in during processes related to public oferings,
takeover bids, mergers or other similar corporate operations unless expressly provided for in the prospectus for the transaction in question, The Company shall also refrain from trading in treasury shares during the closed periods established in article 4,3,4 of the Code of Conduct.
9.3.9. Amendment
In the event of the urgent need to protect the interests of the Telecinco Group and its shareholders,
the chief executive ofcer or the director of regulatory compliance may agree to temporarily amend or suspend the application of the foregoing regulations, of which the Board of Directors and the CNMV shall be informed.
9.4. Stock option plans
Notwithstanding the foregoing, the rules established in articles 9,1 to 9,3 of the Code shall not apply with respect to the acquisition of treasury shares to be subsequently granted to the benefciaries of the Company’s stock option plans approved by the Board of Directors or to the other trading in treasury shares entered into by the Company within the framework of a share buyback program, The aforementioned transactions shall be executed taking into account the particular characteristics thereof, the manner and the specifc features established by the Board of Directors when approving the plans, which shall comply with the conditions established in the regulations implementing article 81,4 of the Securities Market Law.
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Financial Statements, Management and Corporate Governance Report. 2010
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