Corporación Financiera Alba S A : Report on the appointment of Directors

REPORT OF THE BOARD OF DIRECTORS AND THE APPOINTMENTS AND REMUNERATION COMMITTEE OF CORPORACIÓN FINACIERA ALBA, S.A.

ON THE RE-ELECTION OF DIRECTORS - 2023

Madrid, 27 March 2023

REPORT OF THE BOARD OF DIRECTORS ON THE RE-ELECTION AS DIRECTOR OF MARÍA LUISA GUIBERT UCÍN

Professional and biographical profile

María Luisa Guibert Ucín was born in 1958.

Graduate in Law and Business Sciences from ICADE.

She is currently Chairperson of Algeposa Grupo and Chairperson or Director member of the Board of Directors of investee companies, dedicated to port and railway logistics. She is also a Director of Rugui, S.L. and Atusa Grupo Empresarial, S.A., Antiguo Berri, S.L. and Riberas del Urumea, S.L.

Since 2010, she has been a member of the Board of Directors and member of the Social Responsibility Committee of Iberpapel Gestión, S.A.

She is a member of the Basque Country Advisory Board of Banca March.

She is also Vice-Chairman of the Matía Foundation and a member of the Board of Trustees (Patronato) of the San Sebastian Aquarium. She is a member of the Management Committee of the Círculo de Empresarios del País Vasco.

She is also a member of the Management Committee of AEFAME (Basque Family Business Association), a member of the Strategic Council of CEIT (Technology Centre Association) and a member of PIPE (Platform of Investors in Spanish Ports).

She has been Vice-President of the Chamber of Commerce of Gipuzkoa and a member of the Board of the Pasaia Port Authority.

Category of director

Ms. María Luisa Guibert Ucín is considered an independent director, as she meets the requirements established in section 4 of article 529 duodecies of the Capital Companies Act.

Assessment of experience, competence and merit

The Appointments and Remuneration Committee has verified that Ms. María Luisa Guibert Ucín meets the requirements of suitability, commercial and professional honourability, appropriate knowledge and experience, and willingness to exercise good governance of the Company, and that she is not affected by any cause of incompatibility, prohibition or conflict of interest. She has also served as a director of Corporación Financiera Alba and as a member of the Investment Committee in a satisfactory manner and with the necessary dedication.

The Board of Directors endorses the report issued by the Appointments and Remuneration Committee and considers that Ms. María Luisa Guibert Ucín has the appropriate experience, competence and merits to hold the position of director. In particular, she has extensive experience in the port and railway logistics sector, as well as in large family-owned companies.

Proposal

• To re-elect Ms. María Luisa Guibert Ucín as an independent member of the Board of Directors for a period of four years, upon proposal of the Appointments and Remuneration Committee.

Madrid, 27 March 2023

Annex

REPORT OF THE APPOINTMENTS AND REMUNERATION COMMITTEE ON THE RE-ELECTION AS DIRECTOR OF MARÍA LUISA GUIBERT UCÍN

Section 4 of article 529. decies of the Capital Companies Act, as amended by Act 31/2014 of 3 December, establishes that proposals for the appointment or re-election of independent directors are the responsibility of the Appointments and Remuneration Committee.

In compliance with the provisions of the Law, the Appointments and Remuneration Committee of Corporación Financiera Alba, S.A. (hereinafter, "Corporación Financiera Alba" or the "Company") hereby proposes the election of Ms. María Luisa Guibert Ucín as a member of the Board of Directors of Corporación Financiera Alba, as an Independent Director.

To this end, the Appointments and Remuneration Committee has analysed the current composition of the Board of Directors, assessing that the Board as a whole has sufficient knowledge, skills and experience in the governance of listed companies to adequately understand the activities of Corporación Financiera Alba, including its main risks, and to ensure the ability to make decisions autonomously and independently for the benefit of the Company.

Likewise, the Appointments and Remuneration Committee has assessed the training and experience of Ms. María Luisa Guibert Ucín and the performance of her duties as a member of the Board of Directors of the Company and the Investment Committee, particularly evaluating her commitment and dedication, as well as the potential conflicts of interest that may affect her in the exercise of her duties.

Training and professional experience

Ms. María Luisa Guibert Ucín holds a degree in Law and a degree in Business Sciences from ICADE.

She is currently Chairperson of Algeposa Grupo and Chairperson or Director member of the Board of Directors of investee invested companies, dedicated to port and railway logistics. She is also a Director of Rugui, S.L. and Atusa Grupo Empresarial, S.A., Antiguo Berri, S.L. and Riberas del Urumea, S.L.

Since 2010, she has been a member of the Board of Directors and member of the Social Responsibility Committee of Iberpapel Gestión, S.A.

She is a member of the Basque Country Advisory Board of Banca March.

She is also Vice-Chairman of the Matía Foundation and a member of the Board of Trustees (Patronato) of the San Sebastian Aquarium. She is a member of the Management Committee of the Círculo de Empresarios del País Vasco.

She is also a member of the Management Committee of AEFAME (Basque Family Business Association), a member of the Strategic Council of CEIT (Technology Centre Association) and a member of PIPE (Platform of Investors in Spanish Ports).

She has been Vice-President of the Chamber of Commerce of Gipuzkoa and a member of the Board of the Pasaia Port Authority.

Suitability assessment

The Appointments and Remuneration Committee assesses the suitability of the Directors and, in particular, their commercial and professional reputation, their knowledge and experience, as well as their willingness to exercise good governance of the Company, all of which circumstances are met by Ms. Guibert Ucín, with her extensive experience in the port and railway logistics sector, as well as in large family companies, being particularly noteworthy.

Furthermore, in the activities currently carried out by Ms. Guibert Ucín, there are no potential conflicts of interest that could generate undue influence from third parties and she has stated that she has sufficient time to carry out the duties inherent to her position as a member of the Board of Directors of Corporación Financiera Alba.

She has also served as a Director of Corporación Financiera Alba in a fully satisfactory manner and with the necessary dedication.

Ms. María Luisa Guibert Ucín also meets the criteria established in the Director Candidate Selection Policy approved by the Company's Board of Directors.

In conclusion, Ms. María Luisa Guibert Ucín continues to meet the conditions of suitability required to hold the position of member of the Board of Directors of Corporación Financiera Alba.

Category of director

With regard to her classification on the Board of Directors of Corporación Financiera Alba, this Committee considers that, in view of her personal and professional qualities, Ms. María Luisa Guibert Ucín may perform her duties without being conditioned by relations with the Company or its group, its significant shareholders or its executives, and therefore, in accordance with the provisions of section 4 of article 529. duodecies of the Capital Companies Act, the category that should correspond to Ms. Guibert is that of Independent Director.

Proposal

As a result of the foregoing, in view of the current needs of the Board of Directors of Corporación Financiera Alba and its diversity, the Appointments and Remuneration Committee makes the following proposal for submission to the General Shareholders' Meeting:

• To re-elect Ms. María Luisa Guibert Ucín as member of the Board of Directors, as Independent Director, for a period of four years.

Madrid, 23 March 2023