66. COMPETENCES TO DETERMINE THE REMUNERATION OF THE CORPORATE BODIES
The Nominations and Remunerations Committee is the body responsible for proposing to the Board of Directors the determination of the remuneration of the senior management of the Company. The Nominations and Remunerations committee is a permanent body belonging to the Board of Directors with an informative and advisory nature. Its recommendations and reports are non-binding.
As such, the Nominations and Remunerations Committee has no executive functions. The main functions of the Nominations and Remunerations Committee are to assist and inform the Board of Directors regarding the nominations (including by co-option), re-elections, dismissals, and the remuneration of the Board members and its position about the composition of the Board of Directors, as well as the nominations, remuneration, and dismissal of senior management personnel.
The Nominations and Remunerations Committee proposes each year to the Board of Directors the Remuneration Policy submitted to the approval of the Annual General Shareholders’ Meeting as an independent proposal. According to the Company’s Articles of Association the director’s remunerations is subject to a maximum value that can only be modified by a Shareholders agreement.