Article 529 quaterdecies of the Spanish Companies Act, as amended by Law 22/2015 of 20 July on the Audit of Accounts, and the Board of Directors' Regulations regarding the powers of the Audit Committee require the Audit Committee to prepare an annual report expressing an opinion on the independence of the auditors, as well as a reasoned assessment of the provision of each and every additional service provided by the auditors, considered individually and as a whole, other than the statutory audit.
The Audit Committee of the Board of Directors, at a meeting held on 26 February 2026, chaired by Ms. Lorea Aristizabal Abasolo and with the participation of all its members, has issued this 2025 Annual Report on the independence of the statutory auditors and the provision of additional services other than audit services, for submission to the Company's Board of Directors.
The Company's General Shareholders Meeting held on 1 August 2025, upon the proposal of the Board of Directors and following a favourable report from the Audit Committee, appointed the firm Deloitte, S.L., registered in the R.O.A.C. under number S-0692, as the Company's Auditors to carry out the audit of the Company's and its Group's separate and consolidated financial statements for the financial year ending 31 December 2025.
With this renewal, for the 2025 financial year, the audit firm DELOITTE, S.L. will mark its thirtieth year as external auditor of the Company and its consolidated Group.
In accordance with the provisions of current legislation, and following receipt by this Audit Committee of written confirmation from the auditors DELOITTE, S.L. of their independence from the Company and its Group of companies, as well as the list of additional non-audit services provided by said auditors or by entities linked to them during the 2025 financial year, which are detailed below:
Description | Thousands of euros |
Audit services | 498 |
Other verification services | 157 |
Total audit and related services | 655 |
Total Professional Services | 655 |
Thus, "Other verification services" are services closely related to audit services, which sometimes complement and even partially serve the work inherent to the audit activity and which, due to business knowledge and to avoid duplication of work, are entrusted to the external auditors themselves, provided they do not represent any conflict of interest. In some cases, it is a legal requirement that the external auditors themselves carry out certain verification tasks (limited review reports commissioned by clients); at other times, it is due to
commitments made to third parties (verification of financial covenants), or a verification report on the Statement of Non-Financial Information (ISAE 300).
In view of the above and following discussion of the additional services described above with the Group's management team, this Audit Committee concludes that, to the best of its knowledge and belief, the independence of the external auditors DELOITTE, S.L., for the purposes of issuing their audit report on the Company's individual and consolidated annual accounts for the financial year ended 31 December 2025, is not compromised.
Vitoria, 26 February 2026