The right of attendance, as well as the means and procedures for granting representation at the General Shareholders' Meeting, are regulated in article 15 of the Articles of Association of Red Eléctrica and in articles 9 and 10 of the Regulations of the Shareholders' Meeting which establish the following:
Article 9. Right to attend
Shareholders may attend the Shareholders' Meeting if they are up to date in the payment of calls on unpaid capital and prove their ownership, by means of a certificate issued in their name on the accounting record of book entries five days before the date on which the Meeting is to be held.
Shareholders shall ask the Entity in charge of the accounting record to issue the appropriate certificate of entitlement or equivalent document from the accounting record of book entries of the Company's securities, in order to obtain, where necessary, the appropriate attendance card from the Company.
Attendance cards must be issued bearing the holder's name to shareholders who prove that their shares were entered on the accounting record at least five days prior to the first call. The Entity in charge of the accounting record must send Red Eléctrica Corporación, S.A., before the date set for holding the Shareholders' Meeting, the list of cards it has issued at the request of its respective clients. The registration of attendance cards shall commence two hours prior to the time set for holding the Shareholders' Meeting.
Company Directors and executives must attend Shareholders' Meetings.
In general, in order to promote the widest dissemination of proceedings and the resolutions adopted, the media shall be allowed access to Shareholders' Meetings. Furthermore, in order to facilitate such dissemination, the Meeting may be recorded in audiovisual form.
Article 10. Representation
Shareholders who are entitled to attend may be represented at the Shareholders' Meeting by another shareholder who is entitled to attend, in the manner established by law and in the Bylaws. The proxy must be granted in writing and specifically for each Shareholders' Meeting.
Except in cases of representation following a public request, which shall be subject to the statutory provisions in force in each case, no person may accumulate proxies which, together with his own votes, confer on him voting rights exceeding three percent (3%) of the capital stock.
Proxies may be granted by means of postal or electronic correspondence or by any other means of remote communication, provided that the identity of the individual granting the proxy is duly guaranteed, pursuant to the provisions of the applicable legislation and subject, if appropriate, to the provisions of Articles 15 and 17 bis of the Corporate Bylaws and Article 15.8 of these Regulations on the casting of votes by the aforesaid means, insofar as this is not incompatible with the nature of the proxy granted.
Personal attendance of the Shareholders' Meeting by the shareholder represented shall be deemed to revoke the proxy granted.
Attendance shall have the same effect on votes cast absentee, as indicated in Article 15.8 of these Regulations.
The shareholder's representative may appoint a substitute to cast the vote where there is a conflict of interests.