APPENDIX I
IDENTIFICATION DATA OF ENTITY
CLOSING DATE PERIOD OF REFERENCE: 12/31/2015
C.I.F. A-20014452
BUSINESS NAME
CIE AUTOMOTIVE, S.A.
REGISTERED OFFICE
ALAMEDA MAZARREDO, 69 - 8º - 48009 BILBAO (VIZCAYA)
1
Complete the following table on the company's capital:
Date of latest modification
Share capital (€)
Number of shares
Number of voting rights
06/06/2014
32,250,000.00
129,000,000
129,000,000
State whether there are different classes of shares with different associated rights:
X
YES NO
Give details on the direct and indirect holders of significant interest in your company at the year-end, excluding Directors:
Name of shareholder
Number of direct voting rights
Number of indirect voting rights
% total voting rights
MAHINDRA & MAHINDRA LTD
0
16,040,706
12.43%
QMC II IBERIAN CAPITAL FUND, FIL
4,518,659
0
3.50%
NMAS1 ASSET MANAGEMENT, SGIIC, S.A.
0
6,480,671
5.01%
INVERSIONES, ESTRATEGIA Y CONOCIMIENTO GLOBAL CYP, S.L.
8,984,650
0
6.96%
RISTEEL CORPORATION, B.V.
16,900,021
0
13.10%
SANTANDER ASSET MANAGEMENT S.A., SGIIC
0
3,921,146
3.04%
Name of the indirect holder of the interest
Through: Name of the direct holder of the interest
Number of direct voting rights
MAHINDRA & MAHINDRA LTD
MAHINDRA OVERSEAS INVESTMENT COMPANY (MAURITIUS) LTD.
16,040,706
NMAS1 ASSET MANAGEMENT, SGIIC, S.A.
OTHER SHAREHOLDERS
6,480,671
SANTANDER ASSET MANAGEMENT S.A., SGIIC
SGIIC RUN BY SANTANDER ASSET MANAGEMENT
3,921,146
List the most significant changes in the shareholder structure during the year:
Name of shareholder
Date of the transaction
Description of the transaction
MR. JOSE IGNACIO COMENGE SANCHEZ-REAL
02/06/2015
Decrease a 5% of share capital
Complete the following tables on members of the Board Directors´ voting rights at the company:
Name of the Director
Number of direct voting rights
Number of indirect voting rights
% total voting rights
MR. FERMIN DEL RIO SANZ DE ACEDO
25,000
0
0.02%
MR. ANTONIO MARIA PRADERA JAUREGUI
6,450,009
8,984,650
11.96%
MR. JESUS MARIA HERRERA BARANDIARAN
450,000
0
0.35%
ADDVALIA CAPITAL, S.A.
6,450,208
0
5.00%
MR. VANKIPURAM PARTHASARATHY
5
0
0.00%
ACEK DESARROLLO Y GESTION INDUSTRIAL, S.L.
12,652,182
16,900,021
22.91%
ELIDOZA PROMOCION DE EMPRESAS, S.L.
12,386,138
0
9.60%
Name of the indirect holder of the interest
Through: Name of the direct holder of the interest
Number of voting rights
MR ANTONIO MARIA PRADERA JAUREGUI
INVERSIONES, ESTRATEGIA Y CONOCIMIENTO GLOBAL CYP, S.L.
8,984,650
ACEK DESARROLLO Y GESTION INDUSTRIAL, S.L.
RISTEEL CORPORATION, B.V.
16,900,021
% total of voting rights held by the Board of Directors 49.84 %Complete the following tables on members of the Board of Directors who hold rights about shares in the Company.
Indicate family, commercial, contractual or corporate relationships among significant shareholders known to the company, if any, except any that are insignificant and those deriving from ordinary commercial business:
Indicate commercial, contractual or corporate relationships between significant shareholders and the company and/or its group, if any, except any that are insignificant and those deriving from ordinary commercial business:
Indicate any shareholders' agreements of which the Company has been notified in pursuance of Articles 530 and 531 of the Spanish Companies Law. Describe briefly, if any, indicating the shareholders bound by the agreement:
X
YES NO
Indicate any concerted actions among Company shareholders of which the Company is aware. Describe briefly, if any:
X
YES NO
Expressly indicate any change or break-up of those agreements or concerted actions, if any, that have taken place during the year:
Not applicable
Indicate any individuals or entities that exercise or may exercise control over the Company in pursuance of Article 4 of the Stock Market Act. Identify any that exist:
X
YES NO
OBSERVATIONS
Complete the following tables on the Company's treasury stock:
At the close of the financial year:Number of direct shares
Number of indirect shares (*)
% total of share capital
0
0
0.00%
(*) Through:Give details on any significant variations during the year, according to the established in Royal Decree 1362/2007:
Indicate the terms and conditions of the authorization granted by the General Meeting to the Board of Directors to issue, repurchase or sell treasury shares.
It is valid until April 30, 2020, inclusive, the mandate given by the General Meeting of Shareholders held on April 30, 2015, whereby the Board of Directors of the Company is authorized to acquire, at any time and as often as deemed fit, shares of CIE Automotive, SA, by any lawful means, including from benefits of exercise and / or unrestricted reserves, as well as that they can subsequently sell or redeem thereof, all in accordance with Article 146 and related provisions of the Spanish Companies Law.
A.9.bis Estimated free float:
%
Estimated floating capital
30,00
Indicate whether there are any restrictions on the transfer of securities and / or any restrictions on voting rights. In particular, the existence of any restrictions that may impede the acquisition of control of the company through the purchase of shares in the market will be communicated.
X
YES NO
Indicate whether the General Shareholders' Meeting has resulted in measures to neutralize a takeover bid under Law 6/2007.
X
YES NO
If so, explain the measures approved and the terms under which the restrictions would become ineffective.
At the General Shareholders' Meeting of CIE Automotive, S.A. held on 23 April 2008, the following arrangement was adopted as a result of point three of the agenda:
SIX.- Approval of the exclusion of limitations on the action to be taken by the Company's governing and management bodies, and those within its group, in the terms established by Article 60.bis.2 of Law 24/1988, of 28 July, on the Stock Market and Article 28.5 of Royal Decree 1066/2007, of 27 July.
In accordance with the provisions of Article 60.bis.2 of Law 24/1988, of 28 July, on the Stock Market and Article 28.5 of Royal Decree 1066/2007, of 27 July, on the public bidding system to acquire shares, stipulate that the limitations referred to by Article 60.bis.2 and Article 28.5 of Royal Decree 1066/2007, of 27 July, will not be applicable to the governing bodies at the Company and the Group in the event that the Company is the target of a public share offering presented by a Company that is not domiciled in Spain and is not subject to these regulations or their equivalent, including those referring to the rules necessary for the General Meeting to adopt resolutions or, by an entity directly or indirectly controlled by such a company, in accordance with the provisions of Article 4 of Law 24/1988, of 28 July, on the Stock Market.
CIE Automotive SA issued this content on 24 February 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 24 February 2016 17:29:14 UTC
Original Document: http://www.cieautomotive.com/inversores/files/IGC_A-20014452_2015_EN.pdf