Viscofan SA Polígono Industrial Berroa C/ Berroa nº 15-4ª planta

C31192 Tajonar - Navarra (España)

Tel: +34 948 198 444

Fax: +34 948 198 431 www.viscofan.com

(Free translation from the original in Spanish, in the event of discrepancy, the Spanish-language version prevails).

CNMV
Att. Area de Mercados
Madrid
Tajonar 30-04-2013

Ref: Significant event: Resolutions of the General Shareholders' Meeting

Dear Sirs,
In compliance with the obligation to notify you of any events affecting listed companies, we hereby inform you that the Viscofán General Shareholders' Meeting, held on 30 April 2013 on second call, adopted the following resolutions:
1) The meeting approved the balance sheet, income statement, statement of changes in equity, cash flow statement, explanatory notes, management report including the annual report on corporate governance and management's performance, for Viscofan, S.A., as well as the consolidated statement of financial position, the consolidated income statement, the consolidated statement of total changes in equity, the consolidated cash flow statement, explanatory notes, management report and management's performance for the Viscofan Group, of which Viscofan, S.A. is the parent, for the year ended 31 December 2012.
The meeting resolved to earmark €50,984,428.11 of earnings in Viscofan's SA 2012 balance sheet for dividend payouts, and €11,694,114.13 for voluntary reserves. Consequently, it was agreed that a final dividend will be paid of €0.694 per share, representing a total sum of €32,342,955.31, to be paid to shareholders as of 4 June 2013.
Bearing in mind the interim dividend of €0.40 per share paid on 20 December 2012, representing a total of €18,641,472.80, the proposed total remuneration per share, including the premium for attending the General Shareholders' Meeting of €0.006 per share, is €1.10 per share, which is equivalent to a total of €51,264,050.20.
Votes in favour: 98.58%. Votes against: 0.06% Abstentions 1.36%.

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Viscofan S.A.- N.I.F.: A3106550-1 - Insc. Reg. Merc. De Navarra, T, 316, F.24 - 3.315


2) The meeting approved the revaluation of the Viscofan SA balance sheet to 31
December 2012 in application of Regional Law 21/2012, of 26 December, on the modification of various taxes and other tax measures.
Votes in favour: 98.58%. Votes against 0.06%. Abstentions 1.36%.
3. The meeting resolved to appoint Ernst & Young, S.L. as auditors to review the financial statements of Viscofan, S.A. and the consolidated annual accounts of the business group of which Viscofan is the parent, for the fiscal year closing on 31 December
2013.
Votes in favour 98.64%. Votes against 0.00%. Abstentions 1.36%.
4) The meeting approved the adoption and application of recommendation 29 of the Unified Code of Good Governance of Listed Companies and subsequent amendment of article 27 of the Company Bylaws, related to the limit of 12 years for the Independent Directors.
Votes in favour 98,64%. Votes against 0,00%. Abstentions 1,36%.
5) The meeting approved the modification of the remuneration system of the Board of Directors with the subsequent amendment of articles 27 and 30 of the Company Bylaws
Votes in favour 98,06%. Votes against 0,46% Abstentions 1,48%.
6. The meeting resolved to renew, for the maximum term envisaged by law, and running from the date of the resolution, the authorisation for the Board of Directors to buy and sell treasury shares on the market at the listed share price on the day of the transaction, subject to the maximum number of shares permitted by the Spanish Corporate Enterprises Act (Ley de Sociedades de Capital) and related legal provisions, with the minimum price being the par value and the maximum not exceed 15% of the value of the share price in the stock market at the time of the acquisition.
Votes in favour 99.82%. Votes against 1.03%.

Abstentions 0.15%.
7). It was resolved to vest powers in the Board of Directors to interpret, rectify, apply, expand upon, develop and execute the resolutions adopted, and to vest powers in José Domingo de Ampuero y Osma and José Antonio Canales García, authorising them, jointly, severally and indistinctly, to notarise in public instruments those resolutions that require notarisation, and to file the accounts and request registration of those documents prescribed by law.
Votes in favour 98.60%. Votes against 0.04%. Abstentions 1.36%.
8) The meeting approved, by advisory vote, the report on the directors'
compensation policy, pursuant to art. 61.3 "of the Securities Market Act
Votes in favour 87.55%. Votes against 9.09%. Abstentions 3.36%.
Yours faithfully,
José Antonio Canales. CEO

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