1. No category

Nmás1 Dinamia, S.A. (hereinafter, the “Company” or “N+1 Dinamia”), pursuant to article 82 of the
Spanish Securities Market Act, hereby discloses the following
SIGNIFICANT EVENT
The Company’s Board of Directors has adopted the following resolutions, among others:
I.
At the recommendation of the Appointments and Remuneration Committee and in keeping with
the provisions of article 16 of the Company's Bylaws, to appoint Mr. Santiago Eguidazu Mayor as
Chairman of the Board of Directors of N+1 Dinamia and Mr. Santiago Bergareche Busquet as its
Vice-Chairman.
The Board of Directors also resolved to appoint Mr. Santiago Eguidazu Mayor as the Company's
chief executive officer, to which end he will assume all of the Board's powers, except those that
cannot be delegated under corporate law or the Company's Bylaws.
II.
To accept the resignation presented by Mr. Fernando D’Ornellas Silva Aceptar as member of the
Board of Directors, Chairman of the Audit Committee and member of the Appointments and
Remuneration Committee. Mr. D'Ornellas is stepping down due to the need to attend to
professional commitments which, at this time, prevent him from discharging these duties at the
Company. The Board of Directors of N+1 Dinamia is grateful to Mr. D’Ornellas for the services
rendered to the Company since his appointment.
III.
At the recommendation of the Appointments and Remuneration Committee, to appoint Luis
Carlos Croissier Batista as independent director of the Company by co-option. In addition, in
order to comply with the stipulations of article 529 septies of Spain's Corporate Enterprises Act,
the Board of Directors has agreed to name Mr. Croissier Batista as 'coordinating' or 'lead'
director.
Having ratified the afore-listed resolutions and in the wake of the close of the merger and the
appointments ratified at the Company's Annual General Meeting on 29 April 2015, the Board of
Directors of N+1 Dinamia presently comprises the following individuals:
Member
Position - Class of director
Mr. Santiago Eguidazu Mayor
Executive chairman
Mr. Santiago Bergareche Busquet
Vice-chairman - Other external director
Mr. Alfred Merton Vinton
Member - Other external director
Mr. Rafael Jiménez López
Member - Proprietary
Mr. Javier Carretero Manzano
Member - Independent
Mr. Jorge Mataix Entero
Member - Proprietary
Mr. José Antonio Abad Zorrilla
Member - Proprietary
Mr. Luis Carlos Croissier Batista
Coordinating director - Independent
Without prejudice to the foregoing, it is hereby noted that Fernando D’Ornellas Silva's resignation
has opened up a new vacancy on the Board of Directors.
IV. To designate Alfred Merton Vinton (other external director), Jorge Mataix Entero (proprietary
director) and Luis Carlos Croissier Batista (independent director) as new members of the
Appointments and Remuneration Committee. As a result, this Committee has been configured as
follows:
V.
Member
Position
Mr. Luis Carlos Croissier Batista
Chairman
Mr. Alfred Merton Vinton
Member
Mr. Javier Carretero Manzano
Member
Mr. Jorge Mataix Entero
Member
To designate José Antonio Abad Zorrilla (proprietary director) and Mr. Luis Carlos Croissier
Batista (independent director) as new members of the Audit and Risk Management Committee.
As a result, this Committee has been configured as follows:
Member
Position
Mr. Javier Carretero Manzano
Chairman
Mr. Rafael Jiménez López
Member
Mr. José Antonio Abad Zorrilla
Member
Mr. Luis Carlos Croissier Batista
Member
VI. To approve the amendment of the Company's Board Regulations in the manner and with the
objectives outlined in the substantiating report attached to this notice as an Appendix and to
approve the amendment of the Internal Securities Markets Code of Conduct, similarly appended.
VII. To apply to have the new shares of N+1 Dinamia issued to service the merger exchange offer
admitted to trading on the Barcelona and Madrid Stock Exchanges via the continuous market and
to approve the corresponding Prospectus, which is expected to be approved and registered by
the CNMV in the coming days.
VIII. As contemplated in article 6 of the Bylaws, to modify the domain of the corporate website, which
hereinafter will be: www.nplusone.com.
This resolution will be filed with the Madrid Companies Register and published in the latter's
Official Journal (BORME) as well as on the Company's current website
(www.nmas1dinamia.com) for 30 days from its registration date.
IX. Lastly, given that the Company no longer qualifies as a private equity firm in the wake of the
merger, it has been mutually agreed with Nmás1 Capital Privado, S.G.E.I.C., S.A., its
management company until now, to terminate the management agreement entered into between
the two parties.
Madrid, 22 July 2015
Marta Rios Estrella
Secretary of the Board of Directors