Corporate Updates 1-2013

As a consequence of the transposition into Spanish law of Directive 2010/73/EU, amending Directive 2003/71/EC on the prospectus to be published when securities are offered to the public or admitted to trading, and Directive 2004/109/EC on the harmonization of transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market (“Directive 2010/73”), and in keeping with the amendments already made to Securities Market Act 24/1988, of July 28, 1988 (the “SMA”) through Law 9/2012, of November 14, 2012, on the Restructuring and Resolution of Credit Institutions (“Law 9/2012”), derived from Royal Decree Law 24/2012, December 31, 2012 saw the publication in the Official State Gazette of Royal Decree 1698/2012, of December 21, 2012, amending the existing legislation on the necessary prospectuses and transparency requirements in issues of securities as a result of the transposition of Directive 2010/73/EU (“Royal Decree 1698/2012”).

Royal Decree 1698/2012 incorporates into the implementing regulations of the SMA the innovations in Community law in that respect, amending: (i) Royal Decree 1310/2005, of November 4, 2005, which partially implemented the Securities Market Law, in matters relating to admission to trading of securities on official secondary markets, public offerings and the necessary offering prospectus (“Royal Decree 1310/2005”); and (ii) Royal Decree 1362/2007, of October 19, 2007, implementing the Securities Market Law, relating to the transparency requirements in relation to information about issuers whose securities are admitted to trading on an official secondary market or other regulated market in the European Union (“Royal Decree 1362/2007”).

The amendments made to Royal Decree 1310/2005 and to Royal Decree 1362/2007 are summarized below.

1. AMENDMENT OF ROYAL DECREE 1310/2005

2. AMENDMENT OF ROYAL DECREE 1362/2007