Repsol

Audit and Control Committee

The Audit and Control Committee shall consist of a minimum of three Directors who shall be appointed by the Board; Executive Directors may not form part of it. The following Directors have a place on this Committee:

The object of the Audit and Control Committee, founded on 27 February 1995, is to support the Board of Directors in its supervision duties, through the periodic review of the financial information process and its executive controls, supervision of the internal audit and the independence of the external auditor, as well as the review of compliance with all the legal provisions and internal regulations applying to the Company. This Committee is empowered to formulate the agreement proposal to the Board of Directors on appointing external auditors, extension and termination of their appointment and on the terms of engagement. It shall also report, through its Chairman, to the Shareholders General Meeting on matters raised by shareholders within its scope.

The Audit and Control Committee, in order to preserve the independence of the auditor, must approve contracting work, whether or not they are audits performed by the External Auditor.

The Committee meets whenever it is called by its Chairman or requested by two of its members.

Furthermore, the Audit and Control Committee has provided all interested parties with different procedures, including a specific application, so that they may receive, anonymously and confidentially, any communication related to matters regarding accounting and internal accounting controls and audits that affect the Repsol YPF Group.

Last updated: 18 April 2011