ACS
Actividades de Construcción y Servicios

Company by-laws

Chapter I

Article 1. A Public Limited Company is incorporated, to be governed by these Bylaws and by other general provisions applicable thereto as subsidiary provisions or as legal requirements.

Article 2. The company’s corporate name shall be "ACS, ACTIVIDADES DE CONSTRUCCION Y SERVICIOS, S.A.".

Article 3. The company was incorporated for an indefinite period.

Article 4. The company’s corporate object comprises:

1. The industry for the construction of all types of public and private works. Also the provision of services for the upkeep, maintenance and exploitation of motorways, trunk roads, roads and, in general, all types of public and private roadways and other types of works and other kinds of industrial, commercial and financial actions and operations related to these, directly or indirectly.

2. The promotion, construction, restoration and sale of housing developments and all types of buildings for industrial or commercial purposes or as dwellings, either on the company's own account or for others. The upkeep and maintenance of urban and industrial works, installations and services.

3. The management and execution of all types of works, installations, erection and maintenance relating to plant and lines for production, transport and distribution of electrical power. This includes substations, transformer, interconnection and switching centres, generating and converter stations. It also includes electrical mechanical and track installations for railways, trams and trolleybuses, electrical installations for dams, wastewater treatment plant, water purification plant, quays, ports, airports, docks, ships, shipyards, pontoons, platforms and flotation elements. Also any direct or remote control elements for diagnostics, testing, safety and protection, control and interlocking, manoeuvring or measurement for industry and buildings, as well as those appropriate for the installations listed above, electrification, floodlighting and public lighting, electrical installations in mines, refineries and explosive environments and, in general, all types of installations related to the production, transport, distribution, storage, recovery and use of electrical power at all levels and in all systems as well as the exploitation and repair, replacement and upkeep of all system elements. Control and automation of all types of electrical networks and installations, remote controls and computer systems required for management, computerisation and rationalisation of consumption of all types of power.

4. The management and execution of all types of works, installations, erection and maintenance relating to electronics for telephonic, telegraphic, signalling, emergency, civil protection and defence communication systems and networks and such systems for traffic and transmission and use of voice and data, measurements and signals, as well as for the propagation, broadcast, repeating and receiving of any type of waves; of antennas, repeaters, radio links, navigation aids and equipment and elements needed for carrying out such work, erections and installations.

5. The management and execution of all types of works, installations, erection and maintenance relating to the exploitation, production, transformation, storage, transport, channelling, distribution, use, measurement and maintenance of any other type of energy and energy products and any other energy which may be used in the future, including the supply of special equipment and elements necessary for installation and assembly and materials of all types.

6. The management and execution of all types of works, installations, erection and maintenance relating to hydraulic works for the exploitation, storage, raising, pumping or distributing water; its piping, transport and distribution, including water and gas treatment installations.

7. The management and execution of all types of works, installations, erection and maintenance for the exploitation, transport, channelling and distribution of liquids, solids and combustible gases for all types of uses.

8. The management and execution of all types of works, installations, erection and maintenance of ventilation, heating, air conditioning and cooling works and those for improving the environment, for all types of uses.

9. The management and execution of all types of works, installations, erection and maintenance relating to cable railways, cable-cars, chair lifts and ski lifts for the transport of people or materials by means of systems using cables or any type of mechanical elements. The recovery of submerged ships and elements, marine salvage, scrapping of ships, floating naval repairs, repairs to and mounting of motors and mechanical elements for ships and underwater work and the sale of aquatic and sports equipment.

10. The manufacture, transformation, production, handling, repair and maintenance and all types of industrial operations for commercialisation related to machinery, parts, tools, fixtures, electrical protection equipment, bare and insulated cables, insulators, ironwork and machines and tools and auxiliary equipment for assembly and installation of railways, metro and tram systems. Also plant, lines and networks for transport and distribution of electrical power and for telephonic and telegraphic communications, telecommunications, security, traffic, telematic and voice and data transmission systems as well as elements and machines for the exploitation, transformation, transport and use of all types of energy and energy products; pumps for raising fluids and gases, channelling and other elements, mechanisms, instruments, accessories, spare parts and materials needed for the execution of any industrial, agricultural, naval, transport and communications or mining works, installations and assembly and any others related to the preceding sections. The exploitation of the business of the production, sale and use of electrical power, as well as other sources of energy, and the carrying out of studies related to these. Also the exploitation of the business of production, exploration, sale and use of all types of primary solid, liquid or gaseous energy resources. This specifically includes hydrocarbons and gas, be it natural, liquefied or of other types or in other states, in their various forms and types. Energy planning, rationalisation in the use of energy and cogeneration of it. Research, development and exploitation of communications and information technology in all their aspects.

11. The manufacture, installation, assembly, mounting, supply, maintenance and marketing of all types of products and elements made from or derived from concrete, ceramics, resins, varnishes, paints, plastics or synthetic materials as well as metal structures for industrial plants and buildings, bridges, towers and supports made from metal, reinforced concrete or any synthetic material for all types of communications and transport or distribution of electrical power or of any other type of material or energy product related to energy in all its forms.

12. The manufacture, preparation, handling and finishing, diagnostics, treatment and impregnation for protection and preservation and sale of wood in general and, in particular, posts used for electricity, telephone and telegraph lines. Impregnation or in service for shoring for mines and galleries, scaffolding for buildings, wood for works, railway sleepers and fences and the production and marketing of antiseptic products and the exploitation of procedures for preserving wood and elements, tools and fixtures made from it. The acquisition, provision, application and exploitation of paints, varnishes, surfacings, metal coatings and, in general, construction materials.

13. The management and carrying out of agricultural replanting, restocking of fish, reforestations and the maintenance and improvement of these. Gardening, planting, revegetation, reforestation, maintenance work and conservation for parks, gardens and attached elements.

14. The production, installation, distribution and exploitation in any form of all types of advertising and advertising vehicles. The design, construction, manufacture, installation, maintenance, cleaning, upkeep and exploitation for advertising of all types of urban furniture and similar elements.

15. The provision of all types of public and private services of an urban nature, including the carrying out of works and installations which need to be carried out, either as an administrative concession or through rental. The treatment, recycling and assessment of all types of urban waste, waste which can be assimilated into urban waste and industrial and sanitary waste. Also the treatment and sale of waste products as well as the management and exploitation of treatment plants and waste transfer. The writing and processing of all types of projects related to environmental matters.

16. Cleaning services for buildings, constructions and works of all types, for offices, commercial premises and public places. Preparation, preservation, maintenance, cleansing, disinfection and rodent control. Cleaning, washing, ironing, sorting and transport of clothes.

17. Assembly and installation of furniture such as tables, shelving, office equipment and similar or complementary items.

18. All types of transport for passengers and goods, particularly by land. Also activities related to this. Management and exploitation and the provision of auxiliary and complementary services for all types of buildings and property or complexes for public or private use which are given over to service areas or stations, recreational areas and bus or intermodal stations.

19. The provision of comprehensive health care services and social and health care services by qualified personnel (doctors, psychologists, educationalists, registered nurses, welfare officers, physiotherapists and therapists) and the carrying out of the following tasks: home help and care services, remote home care and social/health care. The full or partial operation or management of hostels, safe houses, day centres, therapy communities and other shelter and rehabilitation centres. Health transport and escorts for the above-mentioned groups. Home hospitalisation and medical and nursing assistance at home. Supply of oxygen therapy, control of gases and electromedicine, as well as their connected activities.

20. The provision of auxiliary services for housing developments, building plots, industrial facilities, road systems, shopping centres, official organisations and administrative offices, sporting or recreational facilities, museums, show grounds, exhibition centres, meetings and conferences, hospitals, conventions, inaugurations, cultural and sporting centres, sports, social and cultural events, exhibitions, international conferences, general meetings of shareholders and owner’s communities, receptions, press conferences, educational institutions, parks, farm facilities (agricultural, livestock and fishery), woods, agricultural land, game preserves, recreational or show sites and, in general, all types property and events. This takes place through concierges, messengers, caretakers, ushers, guards or controllers, console operators, waiters, porters, receptionists, ticket clerks (including ticket collection), telephonists, guides, collectors, carers, lifeguards, stewards and similar professionals or those who carry out their functions, consistent with the maintenance and upkeep of the premises, as well as care and service for neighbours, visitors and/or users by means of the carrying out of the corresponding tasks. Those tasks which the law reserves for security companies are excluded in all cases. Charging and cash desk tallying and the collection and charging of bills and receipts. Development, promotion, exhibition, execution, acquisition, sale and provision of services in the areas of art, culture and leisure in their various activities, forms, expressions and styles.

21. Attention for emergency, prevention, information, telephone switchboard, kitchen and dining room services. Opening, closing and care of keys. Switching on and off, operation, supervision, maintenance and repair of motors and heating and cooling installations, of electricity, lifts, water and gas piping and other supplies and of the fire prevention systems. The operation of systems for rapid communication with public support services such as the police, fire brigade, hospitals and medical centres. Services for fire prevention and fire fighting in general in countryside, woods, agricultural land and industrial and urban installations.

22. Comprehensive management or operation of public or private centres for special education or teaching, as well as supervision, care, education and control of pupils or other teaching groups.

23. The reading of water, gas and electricity meters. The maintenance, repair and replacement of these. The telephone receipt and transcription of readings, inspection of meters, taking and updating of data and placement of notices. Measurements of temperature and humidity on roads and, in general, in all types of moveable property and real estate, public and private facilities, carrying out all the monitoring necessary for the correct preservation and maintenance of these or of the assets deposited or guarded in these.

24. Handling, packing and distribution of food or consumable products. The preparation, seasoning and distribution of foods for own consumption or supply to third parties. Care, replacement and maintenance of equipment, machines and dispensers for the above-mentioned products and intervention in operations with raw materials, manufactured products and supplies.

25. The provision of ground services for passengers and aircraft. Comprehensive services for goods logistics, such as: loading, unloading, stowage, transport, distribution, location, sorting, warehouse control, preparation of inventory, replacement, stock control in warehouses and storage of all types of goods, excluding those activities subject to special legislation. Management and operation of places for distribution of goods and property in general and, in particular, those for perishable products such as fish markets, wholesale and retail markets. Receipt, berthing, mooring and connection of services to vessels.

26. Direct publicity, franking and distance course services, of printed advertising and, in general, all types of documents and packages for its customers.

27. Management, operation, administration, maintenance, upkeep, rehabilitation and conditioning for all types of concessions, in the broadest sense. This applies both to those where the company is a shareholder in the licensee company and those with which it has some type of contractual agreement to carry out some of the activities listed above.

28. The acquisition, holding, enjoyment, administration and transfer of all types of securities in the company’s own right. Excluded from these activities are those which special legislation and, in particular, legislation on the stock exchange, attributes exclusively to other bodies.

29. Management and administration of securities representing the funds for organisations which are not resident in Spain through a corresponding organisation with personal and material resources appropriate for the purpose.

30. The preparation of all types of studies, reports and projects and the signing of contracts for the activities indicated in this article, as well as supervision, management and advice on their execution.

31. Professional training and retraining of the people who provide the services set out in the above points.

The activities making up the corporate purpose may be carried out fully or partially by the Company in an indirect manner through the participation of other companies.

All those activities for which the Law demands special requirements which this Company does not fulfil are excluded. Likewise, if legal regulations demand a professional qualification, administrative authorisation, entry in a public register or any other requirement to be able to carry out any of the activities included in the corporate purpose then such activities must be carried out by a person with such a qualification or, where appropriate, may not be initiated until the specific demands have been met.

Article 5. The company has its registered address in Madrid, at Avenida de Pío XII, number 102.

This address may be moved to any place within Spanish territory, by agreement adopted in accordance with the legal provisions.

By virtue of the same procedure, the creation of agencies, branches or regional offices may be agreed, both in Spain and abroad.