02. PRISA, A GLOBAL GROUP ANNUAL REPORT 2011 cedures for the appointment and removal of Board members: Motions for the appointment of directors are submitted by the Board of Directors to the shareholders meeting and shall be subject to a favorable opinion issued by the Corporate Governance, Appointments and Remuneration Committee. In the case of independent directors, it is the Corporate Governance, Appointments and Remuneration Committee that proposes their appointment. The Board, upon submitting a non-binding proposal to the Corporate Governance, Appointments and Remuneration Committee, can grant the distinction of honorary Board Member to those members who have served on the board for more than 25 years and who, in consideration of their merits and extraordinary dedication, are deemed deserving of this position after having ceased to serve on the board. This is an honorary position and honorary Members are therefore not members of the Board. Motions for the re-election of members are submitted by the Board of Directors to the shareholders meeting and shall be subject to a favorable opinion issued by the Corporate Governance, Appointments and Remuneration Committee, who will assess the performance of the directors over their previous mandate. Members shall maintain their posts for a term of five years and may be re-elected. Directors shall offer their resignations to the Board of Directors when their term is completed, or when the General Meeting, subject to its statutory powers, decides to relieve them of their post. 25