FEES AND TARIFFS CONSOLIDATED TEXT CHAPTER ONE FEES FOR PARTICIPATING ENTITIES

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1 FEES AND TARIFFS CONSOLIDATED TEXT CHAPTER ONE FEES FOR PARTICIPATING ENTITIES COMPANIES REGISTRY OF MADRID, VOLUME 15,611, BOOK 0, FOLIO 5, PAGE No. M , ENTRY 1, TAX CODE: A- H Regulation 1.- Participation Fee 1. Participating entities wishing to remain in IBERCLEAR shall pay a monthly charge of 750 Euros. VAT shall apply to this fee, payable at the end of each month. 2. For the purposes of applying this fee, a participating entity is defined as an entity which carries out book entry and clearing and settlement activities in any of the systems managed by IBERCLEAR. 3. It will be exempt from the forecasted participation fee in the current Regulation of the Dirección General del Tesoro y Política Financiera. Regulation 2.- Register Maintenance 1. Every participating entity code shall pay a securities register maintenance fee as follows: a) For securities held in the SCLV system: a.1) General: Band Fee 0, ,00 0,00060% , ,00 0,00057% , ,00 0,00054% , ,00 0,00050% , ,00 0,00045% , ,00 0,00035% , ,00 0,00025% , ,00 0,00015% ,01 0,00010% Palacio de la Bolsa Plaza de la Lealtad, Madrid

2 a.2) SICAV shares: Band Fee 0, ,00 0,00120% , ,00 0,00115% , ,00 0,00110% , ,00 0,00105% , ,00 0,00095% , ,00 0,00090% ,01 0,00080% This scale shall not apply to shares representing the maximum authorised capital (capital estatutario máximo) that have not been subscribed, and those shares acquired subsequently by the SICAV and which have been blocked at the Depository s request in accordance with the procedure established by IBERCLEAR. Also exempt will be the stock of the Sociedades de Inversión de Capital Variable and the stock and shares issued by group investment institutions of free investment included in the Mercado Alternativo Bursátil. a.3) A rate of % shall apply to ETFs and Foreign Securities using a link entity and warrants. a.4) A fee of % shall apply to foreign securities in accounts which IBERCLEAR holds in another CSD or settlement and clearing system. b) For securities held in the Public Debt register and clearing system: b.1) General Band Fee 0, ,00 0,00125% , ,00 0,00117% , ,00 0,00109% , ,00 0,00101% , ,00 0,00089% , ,00 0,00077% , ,00 0,00069% , , % ,01 0,00060% 2

3 b.2) A fee of % shall apply to foreign securities in accounts which IBERCLEAR holds in another CSD or settlement and clearing system. c) For securities held in the AIAF Fixed Income register and clearing system which are represented as book entries: c.1) General: Tramos Tarifa 0, ,00 0,00330% , ,00 0,00315% , ,00 0,00300% , ,00 0,00285% , ,00 0,00250% , ,00 0,00215% , ,00 0,00190% , ,00 0,00170% ,00 0,00160% c.2) A fee of % shall apply to the foreign securities in accounts which IBERCLEAR holds in another Centralized Securities Deposit System or Settlement and Clearing System, as well as those denominated in non-euro currencies. 2. The percentages set out in the above tables shall apply to the nominal value of the securities, except for those listed in a.1). a.3) and a.4) above, which shall be calculated using the cash value of the securities based on the closing price each day, of if this cannot be determined, taking as closing price the one from the last trading day available. Each of the scales shall apply cumulatively, i.e., a percentage corresponding to the first band shall apply to the nominal or market value in the first band; the difference between the highest percentage in the second band (or the recorded value if this is lower) and the highest percentage in the first band shall apply to the value in the second band and so forth until the percentage corresponding to the last band is applied to the registered value. Consequently, the amount charged to each participating entity shall be the result obtained from each of the bands to which the corresponding fee is applied. 3

4 In issues denominated in non-euro currencies, for invoicing purposes, there will be used the exchange rate of the last business day of each month as posted by the European Central Bank on its website. 3. IBERCLEAR shall charge a fee of 0.01% of the nominal value of those securities represented by physical certificates and held in the AIAF Fixed Income Market register and clearing system. Half of this fee shall be paid to the designated depositary entity. 4. The Dirección General del Tesoro y Política Financiera will be exempt from the Registry Maintenance fee as per section 1.b.1) of the current regulation. The Dirección General del Tesoro y Política Financiera shall be exempt from the register maintenance fee described in 1.b.1) above. The register maintenance fee charged by IBERCLEAR to the Bank of Spain, the Tesorería General de la Seguridad Social and the Instituto de Crédito Oficial for securities listed in the register and the settlement and clearing of the AIAF Fixed Income Market shall be % of the securities nominal value. 5. The fee shall be calculated on a daily basis over 360 days with the applicable VAT added on. This shall be charged monthly Regulation 3.- Management of Register References 1. IBERCLEAR shall charge a fee for managing register references (RRs) of Euros a year plus VAT for each active RR. 2. This fee shall be included in those invoices issued at the beginning of each quarter and shall be calculated based on the positions held by the participating entity at that moment and the proportional part of the annual fee corresponding to that quarter. Regulation 4.- Transactions done in securities held in the SCLV system 1. Settlement and clearing activities shall be charged at a rate of % of the real value of each operation with a minimum of 0.10 Euros and a maximum of 3.50 Euros. 2. IBERCLEAR shall charge a fee of 0.15 Euros plus VAT for each transfer of securities reported by the entities, whether it be a new report or the cancellation of one sent previously. In addition, IBERCLEAR shall charge the amounts set out below for those processes where it is necessary to make a book entry or to settle free-of-payment transfers and against payment transfers: 4

5 Free of payment transfers: For matching of statements from two intervening entities and book entry of operation 0.59 Euros plus VAT. Against payment transfers: For matching of statements from two intervening entities, book entry of operation and cash settlement 0.75 Euros plus VAT. Therefore, for each free-of-payment transfer a fee of 0.74 Euros plus VAT shall be charged to the participating entity which receives the securities. When the transfer of securities is against payment in cash, each intervening entity shall be charged a total fee of 0.90 Euros plus VAT. 3. IBERCLEAR shall charge a fee of 0.90 Euros excluding VAT for each change of ownership operation with the participating entity which presents the operation being charged. 4. IBERCLEAR shall charge a fee of 0.15 Euros for each creation, cancellation or update entry in the special bilateral loans register reported by entities, whether it be a new report or the cancellation of one sent previously. IBERCLEAR shall also charge each entity which intervenes in the creation, cancellation or updating of the special loans register the amounts set out in the table below for those transactions where a book entry is required and, if need be, the settlement of these transactions: Processes Free-of payment transfers Against payment transfers Matching of statements from two intervening entities 0,10 Euros 0,15 Euros Book entry of transaction 0,90 Euros 0,90 Euros Cash settlement of the guarantee associated with the transaction - 0,35 Euros IBERCLEAR shall charge the following fees for loan transactions using book entries and for those which are settled: a) For each transaction involving the creation or cancellation of free-of-payment loans, a total fee of 1.15 Euros excluding VAT shall be charged to both the lending entity and the borrower when they are different participating entities. A fee of 1.05 Euros excluding VAT shall be charged to the entity which reports the transaction to IBERCLEAR, if it is the same entity. b) For each transaction involving the creation or cancellation of bilateral loans against payment IBERCLEAR shall charge both the lending entity and the 5

6 borrower a total fee of 1.55 Euros excluding VAT when they are different participating entities. A fee of 1.40 Euros excluding VAT shall be charged to the entity which reports the transaction to IBERCLEAR, if it is the same entity. c) Each entity shall be charged a fee of 1.15 Euros excluding VAT for those transactions which involve the updating of the special loans register involving matching confirmations sent by both entities involved, such as those which are carried out as a result ofcorporate or financial transactions involving the cancellation of a class of security and the book entry of new securities under the same conditions as another class of security and the modification of the lending or borrower entity. d) When transactions that update the special loans register do not require matching, such as when the original lender is replaced for loans relating to the stock market credit system, the lender or borrower changes company name, and updates involving the cancellation of a class of security due to corporate or financial transactions and when the lender and the borrower are the same entity, IBERCLEAR shall charge a fee of 1.05 Euros excluding VAT to the entity which reporting the change. 5. If securities whose book entry register is operated by IBERCLEAR are to be listed or delisted in an account or deposit supporting the issue outside Spain of assets or financial instruments, IBERCLEAR shall charge a fee of 0.90 Euros, plus a fee of 0.74 Euros for any required transfer of securities. The fee shall be charged to the participating entity which delivers the securities to the custodian or receives the securities from the custodian for the listing/delisting. 6. In those free-of-payment transfers carried out under the auspices of the truncation agreement for customer orders at the destination entity, IBERCLEAR shall charge the counterparty 4.50 Euros plus VAT when the corresponding transfer report is not sent within the established timeframe or when delivery/receipt of securities from the other entity is rejected. The same fee shall apply when the counterparty does not send to the special register for bilateral loans the corresponding report or rejection of the order to create, cancel or update an entry within the established timeframe, reported by the other entity, including a transaction reference. 7. If an acceptance/rejection notice is not issued within deadline in respect of securities deliveries required to process listings/delistings in the account or deposit referred to in point 5 above, IBERCLEAR shall charge 4.50 Euros plus VAT to the entity which should have replied. 8. For against payment transfers or free-of-payment transfers issued outside the truncation agreement communications which IBERCLEAR must cancel for being still pending matching 6

7 at the end of the established timeframe, a fee of 3.00 Euros plus VAT shall be charged to the notifying entity. This fee shall also apply to orders to create or cancel bilateral loans reported by the entity which do not have a transaction reference which are cancelled due to failure to match within deadline. 9. In addition, the following fees will be charged for transfers and loans with participants of other Central Securities Depositaries or clearing and settlement systems acting within the scope of application of Link Up Markets: In against-payment transactions, IBERCLEAR will charge each entity a fee of 0.25 Euros so as to pass on the fee for cash settlement charged by TARGET2-Bank of Spain. For each settled transaction, IBERCLEAR will charge each entity of fee of Euros, plus VAT, in order to charge participating entities the fee which SWIFT charges IBERCLEAR for the mandatory "Store and Forward" treatment for the messages necessary to carry out realtime cash settlement in TARGET2-Bank of Spain. If a transaction cannot be settled because of lack of cash during the settlement process, IBERCLEAR will charge the entity which does not have cash in its account opened in TARGET2-Bank of Spain a fee of Euros, plus VAT, for the cost of mandatory "Store and Forward" treatment by SWIFT, plus a fee of 0.5 Euros, without VAT, for the cost of the attempt to settle transactions charged by TARGET2-Bank of Spain. 10. The settlement fee referred to in point 1 above shall not be subject to VAT and shall be charged in the first multilateral settlement cycle corresponding to the notional settlement date of the transaction. The other fees under this regulation shall be charged to each participating entity monthly and shall be based on the total number of transactions or cancellations which took place in the month. Regulation 4 bis.- Settlement and registration of trades under Title V of the Regulation of IBERCLEAR. 1. For the services of settlement and registration of trades carried out under the provisions of Title V of its Regulation, IBERCLEAR will apply a fee per trade for the trades performed for the same final beneficiary over one calendar month. The final beneficiary is that whose identification code is included in the declarations which the participants communicate to IBERCLEAR in accordance with the procedure established for this purpose. The fee will be calculated in accordance with the following formula: T OP = CP (EF ) (OP-50) + 2 (DL-8) 7

8 where: T OP = Fee to be charged for each trade CP = Cost for the processes which need to be carried out, as appropriate: - For declaration = For matching = For book entry = For settlement = % of the trade's cash value (min and max. 3.50) EF = Cash value of the settled trade OP = Number of the order which represents the trade to be settled over the month DL = Number of the order which represents the day on which the trade is settled over the month of the total of settled days in the month The maximum amount of each one of the exponential functions which make up the aforementioned formula is 100 euros. Similarly, the maximum amount of the fee to be charged for each trade (T OP ) is 150 euros. The amount resulting from applying this fee in each one of the trades settled for the same final beneficiary over the calendar month will be charged to the participant that has intervened on behalf of the final beneficiary in the settlement of each trade. 2. For the services of settlement and registration provided for under Title V of the Regulation of IBERCLEAR relating to trades agreed in a regulated market or multilateral trading system and communicated by a participant which acts on the account of the Central Counterparty (hereinafter, CCP) which intervenes in said trades, IBERCLEAR will charge the following fees: a) For processes of control between the trades made on a regulated market or multilateral trading system which have been communicated to IBERCLEAR and the transfer orders to be settled resulting from the clearing processes of the corresponding CCPs, IBERCLEAR will charge the participants acting on the account of the CCP a fee of 0.20 euros plus VAT for each one of the trades which have been communicated on its trade date. Trades communicated for the calculation of this fee are defined as the resultant transactions, when applicable, of any grouping process of the trades that have been agreed in the regulated market or multilateral trading system, in their status prior to the netting process performed by the CCP. 8

9 b) For registration and settlement of the trades, IBERCLEAR will charge the participants in each trade the fee resulting from applying the following amounts: - For declaration = For matching = For book entry = For settlement = % of the trade's cash value (min and max. 3.50) 3. If the trades included under this rule include cash settlement, IBERCLEAR will also apply the fee established in section 1 of Rule 5 herein in order to transfer to the participants the fee charged by TARGET2-Bank of Spain for cash settlement or settlement attempt for each trade. 4. The calculations of the fees included herein will consider the cash value of the free-ofpayment trades as being the value resulting from applying the security's closing price on the Stock Exchange on the trade date to the number of securities in the trade. 5. The fees included herein will be subject to VAT, as appropriate, and will be charged to each participant in the monthly billing. 6. The applicable fees to the systematic internalisers would be agreed, pursuant to the provisions of Title V of IBERCLEAR s Regulation, once one of them declares itself as such and requests the settlement and registry of trades in accordance with the procedure established under the mentioned Title. Regulation 5.- Transactions done in securities held in the Sistema de Registro y Liquidación of the AIAF Fixed Income and Public Debt Register Market 1. IBERCLEAR shall charge a fee of 0.15 Euros for each communication of transactions carried out in securities traded on the AIAF Fixed Income and Public Debt Register Market, whether it be a new report or a cancellation of one sent previously. The fee shall be free of VAT, except for free-of payment or against-payment transfer transactions. IBERCLEAR shall also charge each entity which intervenes in transactions involving the movement of securities between accounts of two participating entities the amounts set out in the table below for those transactions where book entry is required and, if need be, the settlement of these transactions: 9

10 Processes Free-of payment transfers Against payment transfers Matching of statements from two intervening entities 0,10 Euros 0,15 Euros Book entry of transaction 0,25 Euros 0,25 Euros Cash settlement 0,25 Euros Additionally, in against payment transfers, IBERCLEAR will charge each entity a fee of 0.25 Euros, in order to apply the fee that TARGET2 - Banco de España charges for cash settlements. IBERCLEAR shall charge the following fees for recorded and, if applicable, settled, transactions: a) For each cash transfer, transfer for financial guarantees and settlement via netting of the second leg position each entity shall be charged a total fee of 0.50 Euros, excluding VAT. In the case of free-of-payment transfers, the total fee shall be 0.50 Euros, plus VAT. b) For each transfer with a return REPO date a rate of 0.50 Euros excluding VAT shall be charged to each entity per transaction, with each entity being charged a total rate of 1 Euro excluding VAT. c) For each cash transaction, forward transaction, and against-payment transfer a rate of 0.80 Euros, excluding VAT, shall be charged to each entity, to which 0.25 Euros, without VAT, will have to be added for the cash settlement in TARGET2 Banco de España. In the case of transfers against payment the fee will be 0.80 Euros plus VAT, to which 0.25 Euros, plus VAT, will have to be added for the cash settlement in TARGET2 Banco de España. d) For each simultaneous or forward cash and instalment buying and selling, each entity will be charged a fee of 0.80 Euros, without VAT, per transaction, to which 0.25 Euros, without VAT, must be added due to TARGET2 Banco de España cash settlements. Therefore, each entity will be charged 1.60 Euros, without VAT, per operation plus 0,5 Euros, without VAT, for TARGET2 Banco de España cash settlements. For every settled transaction IBERCLEAR will charge each entity a fee of Euros, plus VAT in order to pass on to the participating entities the fee IBERCLEAR is charged by SWIFT for the compulsory tool Store and Forward required to carry out the cash settlements within 10

11 TARGET2 Banco de España in real time. This fee won t be applicable to any transaction settled in the first Settlement cycle In the case that during the real time settlement process a transaction cannot be settled due to lack of funds, IBERCLEAR will charge the entity with no funds in TARGET2- Banco de España a rate of Euros, plus VAT, for the compulsory tool Store and Forward, plus 0.5 Euros, without VAT, in order to pass on to the participating entities the fee TARGET2 Banco de España charges to IBERCLEAR for attempting settlement 2. In those free-of-payment transfers carried out under the auspices of the truncation agreement for client orders at the destination entity, IBERCLEAR shall charge the counterparty 4.50 Euros plus VAT when the corresponding transfer instruction or rejection report is not sent within the established timeframe. The same fee shall apply when a counterparty entity does not send the corresponding instruction or the rejection report of an order communicated by another entity including a transaction reference within the established timeframe. 3. For those reports made by an entity without a transaction reference and which IBERCLEAR must annul as they are still pending matching at the end of the established timeframe, a fee of 3.00 Euros plus VAT shall be charged to the notifying entity. 4. A fee of 1.30 Euros excluding VAT per transaction with repurchase agreement shall be charged to each movement with return date between its own account and a third party account of a participating entity. The total fee of the transactions will be 2.60 Euros excluding VAT. 5. A fee of 1.30 Euros plus VAT per transaction shall be charged to each movement without a return date between its own account and a third party account of a participating entity. 6. For intraday financing transactions. each participating entity acting as a counterparty for the Bank of Spain shall be charged 3.00 Euros excluding VAT for each transaction arising from the transaction with the total cost of the transaction amounting to 6.00 Euros excluding VAT. 7. For each blocking or unblocking of a position in a participating entity s account, a fee of 1.75 Euros plus VAT per transaction shall be charged. 8. For each movement resulting from Public Debt Strip. a fee of 0.65 Euros excluding VAT shall be charged. 9. For the processing of information related to book-entries in the third party register of a 11

12 participating entity, a fee of 0.50 Euros plus VAT shall be charged on securities traded on the AIAF Fixed Income Market and 0.30 Euros plus VAT shall be charged on each security traded on the Public Debt Register Market. 10. The fees in this regulation shall be charged monthly. Regulation 6.- Financial corporate transactions. 1. For the execution of corporate transactions where IBERCLEAR manages the cash settlement using Target 2 - Bank of Spain accounts, a fee of 4.00 Euros shall be charged to each participating entity holding a position in a security involved in the transaction. 2. For those economic financial transactions where IBERCLEAR does not settle the cash amounts referred to above, a fee of 3.50 Euros shall be charged. 3. For the settlement of the cash amount corresponding to the issue of securities through accounts held with the Target 2 - Bank of Spain, a fee of 1.00 Euro shall be charged to each participating entity which receives the securities. 4. For the execution of corporate transactions of non euro currencies, a fee of 7.00 Euros shall be charged to each participating entity holding a position in a security involved in the transaction. Of the amount received for this, IBERCLEAR shall pay 3.50 Euros to the Paying entity. 5. For each amount credited to the participants pursuant to the provision of the refund service of withholdings on the payment of coupons on fixed income securities traded on the AIAF fixed income market, participants will be charged a tariff of 3.75 Euros. 6. VAT shall be added to these fees which shall be charged monthly. Regulation 7.- Maintenance of bilateral loan register. 1. IBERCLEAR shall charge both the lender and the borrower a fee for the maintenance of the bilateral loan register for each transaction pending cancellation with the amount being determined by the number of natural quarters which have elapsed since the date the loan was established as per the following table: 12

13 Loan duration First quarter Two quarters Three quarters Four Quarters and onwards Fee Exempt 0,25 Euros 0,75 Euros 5,00 Euros 2. The fee shall be charged monthly plus VAT and shall be based on the total number of loans which have matured during the previous month using the above amounts. Regulation 8.- Amendments. 1. When a participating entity requests that IBERCLEAR make an amendment to market trade splits, whether it is to replace the settlement entity of the trade or to cancel the split itself, a fee of 7.50 Euros excluding VAT shall be charged to the participating entity requesting the amendment. 2. Each amendment to cash instructions shall be charged a fee of 4.00 Euros plus VAT except when said amendment involves paying in or withdrawing cash in order to establish a guarantee. 3. The substitution of RRs as requested by the participating entities and accepted by IBERCLEAR shall be charged at Euros plus VAT per transaction or RR required to carry out the substitution. The same fee shall apply to amendments carried out to resolve errors arising from transactions affecting the book keeping of securities in the entity s own account or that of a third party open with participating entities in the Central Register. The timeframe to present the documentation justifying the abovementioned substitution or amendment shall be five trading days since the transaction giving rise to this event occurred. 4. The fees included in this regulation shall be charged monthly on the total number of transactions carried out in the preceding month. Regulation 9.- Register Inclusions and Exclusions 1. In the case of securities traded on the Stock Market, a fee of 0.02 Euros per certificate shall be charged with a minimum of 3.00 Euros and a maximum of Euros per 13

14 transaction for the listing of these certificates which were carried out after the transformation date in the Register. This fee shall be charged monthly. 2. For the exclusion of exercised warrants or the inclusion/exclusion of foreign securities traded on the Stock Market, IBERCLEAR shall charge the participating entity for whom the instruction is executed a fee of 1.20 Euros for each transaction carried out, by instructing party reference. Also, when the transaction carried out involves the inclusion/exclusion of foreign securities, IBERCLEAR shall charge the participating entity for whom the transaction benefits a fee which shall be determined by the number of securities to be listed or delisted as per the following table: Amount of securities Upt to From to From to From to From upwards Fee 30,00 Euros per transaction 0,02 Euros per security 0,01 Euros per security 0,005 Euros per security Euros per transaction Of the amount received for this. IBERCLEAR shall pay the Link Entity 80% for the functions carried out. First inclusions of foreign securities for public offerings or those which are intended to help extend the security or which are the minimum amount required to be allowed to trade as well as those arising from capital increases, exchanges, mergers or other corporate transactions on these securities shall be exempt from this fee. The charges arising from this fee shall be included in the monthly invoice with reimbursements only becoming effective once the link entities present IBERCLEAR with the relevant invoice which is conditional upon the effectiveness of said reimbursements. 3. For those securities traded on the AIAF Fixed Income Market, IBERCLEAR shall charge a rate of % on the nominal value of each subsequent delisting/listing transaction represented by certificates or foreign securities. This rate shall be charged monthly. 4. VAT shall be added to the above fees. 14

15 Regulation 10.- Voluntary ownership exclusion of book entry register 1. For each request to register the voluntary ownership exclusion of the book entry register and for each reestablishment of the original state of the register, IBERCLEAR shall charge the participating entity a fee of 1.20 Euros for each transaction carried out according to the reference placed by the ordering party. This fee shall be included in the monthly invoice for the total of transactions carried out in the preceding month. 2. IBERCLEAR may charge the participating entities all the expenses which may arise from carrying out the procedures listed in paragraph 2 of Regulation 1 of the Servicio de Compensación y Liquidación de Valores 7/2001 circular, of 18 July, determining which issues the book entry procedure may be applicable to regarding the voluntary ownership exclusion of book entry register. These expenses shall be divided amongst all participating entities according to the number of securities registered and for which these procedures have been carried out. 3. VAT shall be added to the above fees. Regulation 11.- Commission for guarantee/collateral management. 1. For each posting or release of guarantee/collateral for participating entities, whether periodical or complementary, IBERCLEAR shall charge a fee of 5.00 Euros plus VAT. This fee shall be charged monthly. 2. Cash deposits pledged as a guarantee/collateral will be paid at the interest rate obtained by IBERCLEAR on cash deposits minus 3bp. 3. An annual rate of 120 Euros, plus VAT, will be incurred by the participating entity for the communication of the daily collateral via electronic mail. Upon receipt of the request, IBERCLEAR will charge the proportional part of the corresponding year. Regulation 12.- Entry of pledges before the Bank of Spain or other public or private Institutions 1. The issue of pledge certificates before the Bank of Spain or other institutions shall be charged a fee of 6.00 Euros. 2. When the pledged securities are traded on the Stock Exchange, an additional fee of 0.30 Euros shall be charged for each RR covering the securities for which the pledge has been set up or lifted. 15

16 3. A fee of 0.10 Euros for each blocking or unblocking of third party pledged securities before the MEFF shall be charged to the requesting entity for each pledged security included in each request. 4. VAT shall apply to these fees, chargeable monthly on the total number of certificates issued and entries carried out during the preceding month. Regulation 13.- Transactions with participants in other Central Securities Depositaries with which IBERCLEAR has established a link. 1. A fee of 6.00 Euros shall be charged for those transactions involving the delivery of freeof payment securities between a participating entity in IBERCLEAR and that of another Central Securities Depositary (hereafter CSD ), while a fee of 3.00 Euros shall be charged for the receipt of securities. When the transfer is carried out on a security listed in the SCLV system with a register at a corresponding CSD, an additional fee shall be charged as per the following table: Amount of securities Up to From to From to From to From upwards Fee 30,00 Euros per transaction 0,02 Euros per security 0,01 Euros per security 0,005 Euros per security Euros per transaction Of the amount received for the last entry. IBERCLEAR shall pay 60% to the entity appointed by IBERCLEAR to carry out the management of financial transactions or services described in points 2 and 4 below. The first inclusion of foreign securities for public offerings or those inclusions which are intended to help extend the security or reach the minimum amount required to be allowed to trade as well as those arising from capital increases, exchanges, mergers or other corporate transactions on these securities shall be exempt from this fee. 2. For the management of financial transactions arising from those securities registered with another CSD, IBERCLEAR shall charge a fee of 7.00 Euros to its participating entities when said transaction affects all the holders of the security equally (payment of dividends, interests, final redemptions, etc.). A fee of Euros shall be charged if a financial transaction needs to be resolved using instructions issued by IBERCLEAR participating entities (subscriptions, voluntary redemptions, etc.). 16

17 3. In addition to the fee charged in Regulation 12 above, a fee of 2.00 Euros shall be charged for those pledges made by IBERCLEAR participating entities on securities whose book entries are held in another CSD when this pledge needs to be entered in the above mentioned register belonging to another CSD. In issues denominated in non-euro currencies, for invoicing purposes, there will be used the exchange rate of the last business day of each month as posted by the European Central Bank on its website. 4. IBERCLEAR will charge the participating entities the cost which it incurs for providing the services it must perform related to compliance with the obligations with the issuer or the tax or administrative authorities of its country. For the services of collection of dividends on Italian equity securities included through the account which IBERCLEAR holds in the Italian Central Securities Depository, IBERCLEAR will apply a fee to its participating entities of Euros for each dividend collected per final beneficiary or, in the event that the participating entities have not submitted a list of final beneficiaries by the deadline for said purpose, per Registration Reference. And in the event of a request by the participating entity for a certificate of the withholding carried out in Italy, IBERCLEAR will charge a fee of 20 Euros per final beneficiary. A fee of Euros per final beneficiary will be charged for a request for return of the withholding tax made by participating entities of securities held in custody by Euroclear France or Monte Titoli. 5. VAT shall be added to the above fees which shall be charged monthly on the total number of transactions carried out in the preceding month. In order to carry out the payment referred to in point 1 above, the party must present IBERCLEAR with the corresponding invoice which shall be effective once the fee has been charged. Regulation 13 bis.- Fees charged to participating entities for actions performed on foreign securities included through the accounts which IBERCLEAR holds in other Central Securities Depositaries or clearing and settlement systems which act in the scope of application of Link Up Markets. 1. The following fees will be charged for maintaining the registration: a.1) In general, for foreign securities included in the scope of application of Link Up Markets, a fee based on the CSD and the following tranches will be charged: 17

18 Central Securities Depository Tranches (Euros) Fee Clearstream Banking Frankfurt 0 500,000, % 500,000, % a.2) a.3) For warrants registered under Clearstream Banking Frankfurt, a percentage of 0.03% will be charged. For equity securities registered under OeKB, 5 Euros will be charged annually for every one thousand securities deposited, with fractions rounded up to the immediately higher whole number. A percentage of 0.025% will be charged for fixed-income securities registered under OeKB. Unless otherwise expressly provided, the fees will be applied to the nominal value of fixedincome securities and to the cash value of equity securities based on the closing price of each day or, if this cannot be determined, using the closing price from the last available trade day. The fees established in each one of the above tranches will be applied cumulatively, that is, the fee corresponding to the first tranche will be applied first, and subsequently the fee corresponding to the second tranche. Fees a.1) and a.2) will be calculated daily on the basis of a year made up of 360 days, fee a.3) will be calculated monthly based on the nominal value of the deposited balances for Fixed Income and the number of deposited securities for Equity on the last day of the month. The corresponding VAT will be added to the fees, which will be billed monthly. 2. The fees provided for in Rule 4 of Circular 6/2007 will be applicable to transactions performed on foreign securities included in the stock market Registration, Clearing and Settlement System. In addition, for recording free-of-payment transactions and settlement of transactions against cash payment, the following fees will be applied to each one of the participating entities: For transactions recorded or settled on securities registered under Clearstream Banking Frankfurt: 18

19 Transaction 1) Between sub-accounts opened by the same participating entity 2) Between sub-accounts opened by different participating entities Fee 1.30 Euros per transaction. Free-of-payment transactions recorded and against-payment transactions settled will be increased by 0.60 Euros. Application of VAT will depend on the type of transaction. Given that the fee is applicable to each one of the entities participating in the transaction, for each free-of-payment transfer recorded a fee of 0.74 Euros plus 0.60 Euros, plus VAT, will be charged to each one of the entities participating in the transfer and not only to the receiving entity. In addition, in against-payment transactions, IBERCLEAR will charge each entity a fee of 0.25 Euros so as to pass on the fee for cash settlement charged by TARGET2-Bank of Spain. For each settled transaction, IBERCLEAR will charge each entity of fee of Euros, plus VAT, in order to charge participating entities the fee which SWIFT charges IBERCLEAR for the mandatory "Store and Forward" treatment for the messages necessary to carry out real-time cash settlement in TARGET2-Bank of SPAIN. If a transaction cannot be settled because of lack of cash during the settlement process, IBERCLEAR will charge the entity which does not have cash in its account opened in TARGET2-Bank of Spain, a fee of Euros, plus VAT, for the cost of mandatory "Store and Forward" treatment by SWIFT, plus a fee of 0.5 Euros, without VAT, for the cost of the attempt to settle transactions charged by TARGET2-Bank of Spain. The fees will be billed monthly. 3. For transfers performed on foreign securities included in the stock market Registration, Clearing and Settlement System, IBERCLEAR will charge the following fees to each participating entity: a) For transactions registered under Clearstream Banking Frankfurt: 19

20 i ii For transactions carried out between sub-accounts opened by one participating entity: 1.30 Euros per transaction. The following fees will be charged for transactions carried out between sub-accounts opened by different participating entities: For each declaration of securities transfers which participants communicate, whether they are new declarations or cancellations of a previously sent declaration: 0.15 Euros, without VAT. For each transaction which involves a movement of securities between the accounts of two participating entities, each entity will be charged the amounts listed in the accompanying table for the processes necessary for recording and, where appropriate, settlement of said transactions: Processes Free of payment transfers Against payment transfers Matching the declarations of the two entities involved 0.10 Euros 0.15 Euros Recording the transaction 1.5 Euros 1.5 Euros Cash settlement IBERCLEAR 0.35 Euros The fees will not be subject to VAT. In addition, in against-payment transactions, IBERCLEAR will charge each entity a fee of 0.25 Euros so as to pass on the fee for cash settlement charged by TARGET2-Bank of Spain. For each settled transaction, IBERCLEAR will charge each entity a fee of Euros, plus VAT, in order to charge participating entities the fee which SWIFT charges IBERCLEAR for the mandatory "Store and Forward" treatment for the messages necessary to carry out real-time cash settlement in TARGET2-Bank of SPAIN. 20

21 If a transaction cannot be settled because of lack of cash during the settlement process, IBERCLEAR will charge the entity which does not have cash in its account opened in TARGET2-Bank of Spain, a fee of Euros, plus VAT, for the cost of mandatory "Store and Forward" treatment by SWIFT, plus a fee of 0.5 Euros, without VAT, for the cost of the attempt to settle transactions charged by TARGET2-Bank of Spain. For transfer declarations communicated by an entity which IBERCLEAR must de-register as they are pending matching at the end of the corresponding time period, the fees provided for in Sections 6 and 8 of Rules 4 of Circular No. 6/2007 will be applied. The fees will be charged to the participating entities in the monthly billing. 4. The fees provided for in Rule 5 of Circular 6/2007 will be applicable to transactions performed on foreign securities included in the Registration Settlement System of AIAF Fixed-Income Market and the Book-Entry Public Debt Market, with the sole exception of the fee for securities immobilisation or cancellation of immobilisation (Section 7 of Rule 5). In addition, for the recording of free-of-payment transactions and settlement of transactions against cash payment, the following fees will be applied to each one of the participating entities: a) For transactions recorded or settled on securities registered under Clearstream Banking Frankfurt: Transaction 1) Between sub-accounts opened by the same participating entity 2) Between sub-accounts opened by different participating entities Fee 1.30 Euros per transaction. Free-of-payment transactions recorded and against-payment transactions settled will be increased by 0.60 Euros. Application of VAT will depend on the type of transaction. The fees will be billed monthly. 21

22 5. For each immobilisation of foreign securities or cancellation of immobilisation in the accounts of a participating entity, the entity will be charged a fee of 2.35 Euros, plus VAT, per transaction. 6. The following fees will be charged for handling economic-financial transactions and providing related services: a) In the case of foreign securities included through the accounts which IBERCLEAR holds in Clearstream Banking Frankfurt: i. A fee of 50 Euros per final beneficiary will be charged for processes carried out as a result of tax claims. A fee of 500 Euros per final beneficiary will be charged if the claim is made after the time period stipulated by IBERCLEAR. ii. A fee of 50 Euros per card or information request received will be charged for each service on general meetings of shareholders or bondholders other than sending basic information about the meeting. A fee of 60 Euros will be charged for authentication certificates. b) In the case of foreign securities included through the accounts which IBERCLEAR holds in OeKB: I. For the procedures performed as a result of tax claims and for any service relating to general meetings of shareholders or bondholders, the fees applicable will be based on the processing cost in the home country at the time of the economic-financial action. For exercising rights and warrants, the fee applied by OeKB will be charged. The corresponding VAT will be added to the fees, which will be billed monthly. 7. The following fees will be charged for inclusion and exclusion of foreign securities, both free-of-payment and against-payment: a) For handling transactions carried out on securities registered under Clearstream Banking Frankfurt, a fee of 2 Euros per transaction will be charged per recorded free-of-payment transaction or settled-against-payment transaction in the event that the latter is settled in one of the cycles of the aforementioned system, or 2.5 Euros per transaction if it is settled in real time. b) For handling transactions performed with securities registered under OeKB, a fee of 5 Euros will be charged per recorded free-of-payment transaction, and a fee of 7 Euros will be charged per settled-against-payment transaction. In the 22

23 event that a matched transaction is cancelled, the fee established by OeKB will be charged. If the transaction is not recorded or settled, each attempt to record or settle will result in a fee of 0.30 Euros per transaction. The corresponding VAT will be added to the fees, which will be billed monthly. 8. Participating entities which have subscribed to the Notification Entry Service (IP) with IBERCLEAR, and which have not been billed more than 1,000 Euros over one calendar year, must pay an annual fee of 1,000 Euros, plus VAT, for subscribing to the Service. 9. A fee of 30 Euros plus VAT per transaction will be charged for a request for manual transaction entry. Regulation 14.- Central fail coverage securities lending system 1. During the term of a loan, IBERCLEAR shall pay the borrower interest equal to 50% of the average EONIA interest rate resulting from those published the day before by the Bank of Spain between the sixteenth day of the previous month and the fifteenth day of the month in which the calculation is made, the minimum rate being 2%. 2. In order to establish the remuneration mentioned above, IBERCLEAR shall apply the interest rate based on 360 days of the market value of the securities lent calculated according to the average weighted price arising from the market prices included in the reports of trading volumes received by IBERCLEAR from the Governing Bodies of the Stock Exchanges for the previous day s session. 3. If, for the purpose of valuing the loan, IBERCLEAR has not received information on the market prices from the previous day s session from the Governing Bodies of the Stock Exchange, the weighted average from the last day for which said report of trading volumes was received shall be used. 4. For those participating entities who are late in delivering the securities sold, IBERCLEAR shall charge an amount calculated by applying the interest rate established for paying lenders in the centralised lending system the effective value of the sale for each day delivery is delayed. 5. These costs shall be included in the monthly invoice as a total amount charged in the preceding month and shall be calculated using the same criteria set out in the previous 23

24 paragraphs so that IBERCLEAR may remunerate the lenders. 6. If, under paragraph 1 of Regulation 8 of the IBERCLEAR 1/94 Circular, a sale is cleared by the exceptional use of a centralised securities loan, IBERCLEAR shall not pay the seller the effective amount for the sale; such amount shall be paid to the lender, together with the penalty referred to in paragraph 2 of Regulation 23 below. CHAPTER TWO ISSUER ENTITY FEES Regulation 15. Register Inclusions and Exclusions 1. Inclusions of equities in the Register for any reason will be subject to a fee of 0.003% on the effective value of the transaction, with a minimum of Euros and a maximum of 30, Euros for the entire issue. For the purposes of calculating the application of this fee, the total effective value of the issue will be the value most representative of the equity being entered. The following is a non-exhaustive list of examples for calculating the total effective value: calculating the value by using the Public Offering unit price of the entered equity prior to its forthcoming listing, using the unit price paid on the Public Subscription Offering of the entered equity, using its equivalent unit amount, including issue premiums in the case of a capital increase for an equity that is already entered and the nominal value of the maximum capital allowed by the articles of association in the case of an initial inclusion of SICAVs. Where there is no precise reference price which can be used as a base for calculating the total effective value of the issue being entered, it will be calculated using as a base the average weighted price that it reaches on its first day s trading on the Stock Exchange. If a difference occurs between the time of entry and the moment at which the base price is calculated for determining the total effective value, IBERCLEAR can split the billing of the fee in two. First, the fee will apply to the nominal value at the time of entry. As soon as the reference price is determined, a second invoice will be issued, taking the total for the two invoices to the same amount had the fee been applied to the effective value. SICAVs and ICCs listed in the MAB (Mercado Alternativo Bursátil) will be exempt from this fee. 2. Inclusions in the fixed income securities books, except as provided under the following section, will be subject to a fee of Euros for the entire issue or, where appropriate, for each of the tranches. This fee will apply once only, when the issue or each of the tranches is registered with IBERCLEAR. 24

25 3. For promissory note issue programmes, a fee of Euros will apply when the program is registered. A further Euros will be charged for including each code associated to the securities included in the program. 4. Inclusion in the book register of the issues of warrants, certificates or other similar securities, as well as extensions of warrant issues, will be subject to a fee of euros for each security code, which will be paid in full at the time the issue or extension is registered in IBERCLEAR. In the case of warrant issues, this fee includes the change which takes place in the security statement at the time of its admission to trading. 5. For warrant issue programmes, a fee of Euros will apply when the scheme is registered. 6. Total exclusions of security issues from the books (redemptions, etc.), except as provided under the following sections, will be subject to a fixed fee of for the entire transaction. 7. Partial exclusions of an issue from the books (partial redemptions, refund of contributions, early redemptions, repurchase/redemptions, voluntary redemptions, boughtback shares redemptions, etc.) will be subject to a fee of Euros for each security code in which a partial exclusion occurs. 8. A fee of Euros will be charged in promissory note issue programmes for the partial or total cancellation of each security code associated with the programme. 9. Redemptions by lot will be subject to a fee of 2.6 per mil on the effective total value of the redemption, with a minimum of Euros and a maximum of 1, Euros, the fee being applicable to each ISIN security code included in the draw. 10. When an issue is excluded from the Register in order to be transferred to another book-entry register or for its reversion to certificates, a fixed fee of Euros will apply, which will include notification from IBERCLEAR of the list of numbering references pending inclusion in the Register. 11. The total or partial exclusion of an issue of warrants, certificates or other similar securities will be subject to a flat fee of Euros for each security code which will apply when the total exclusion of the issue is registered in IBERCLEAR. This fee shall not be applied to the removals of turbo warrants which, on the maturity date, have not been admitted to trading, or to those turbo warrants for which, having been admitted to trading, the price of the underlying asset reaches the predetermined level or barrier upon the opening of the session in which they are admitted to trading. 25