Delivering Value and Resilience through Sustainability

Delivering Value and Resilience through Sustainability November, 2017

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Disclaimer

ALL RIGHTS ARE RESERVED © REPSOL, S.A. 2017 Repsol, S.A. is the exclusive owner of this document. No part of this document may be reproduced (including photocopying), stored, duplicated, copied, distributed or introduced into a retrieval system of any nature or transmitted in any form or by any means without the prior written permission of Repsol, S.A. This document contains statements that Repsol believes constitute forward-looking statements which may include statements regarding the intent, belief, or current expectations of Repsol and its management, including statements with respect to trends affecting Repsol’s financial condition, financial ratios, results of operations, business, strategy, geographic concentration, production volume and reserves, capital expenditures, costs savings, investments and dividend payout policies. These forward-looking statements may also include assumptions regarding future economic and other conditions, such as future crude oil and other prices, refining and marketing margins and exchange rates and are generally identified by the words “expects”, “anticipates”, “forecasts”, “believes”, estimates”, “notices” and similar expressions. These statements are not guarantees of future performance, prices, margins, exchange rates or other events and are subject to material risks, uncertainties, changes and other factors which may be beyond Repsol’s control or may be difficult to predict. Within those risks are those factors and circumstances described in the filings made by Repsol and its affiliates with the Comisión Nacional del Mercado de Valores in Spain and with any other supervisory authority of those markets where the securities issued by Repsol and/or its affiliates are listed. Repsol does not undertake to publicly update or revise these forward-looking statements even if experience or future changes make it clear that the projected performance, conditions or events expressed or implied therein will not be realized. This document does not constitute an offer or invitation to purchase or subscribe shares, pursuant to the provisions of the Royal Legislative Decree 4/2015 of the 23rd of October approving the recast text of the Spanish Securities Market Law and its implementing regulations. In addition, this document does not constitute an offer to purchase, sell, or exchange, neither a request for an offer of purchase, sale or exchange of securities in any other jurisdiction. The information contained in the document has not been verified or revised by the Auditors of Repsol.

©

1. Company overview and strategy

2. Our commitments to sustainability

3. Main challenges in Repsol

4. Sustainability plans

5. Corporate Governance

6. Annexes

3 Repsol S.A.EM Division of Economy, Finance and Development. 09/05/2017

Company Overview 1

Challenge: a volatile, uncertain and complex environment

• Keep financial and operating discipline: synergies and efficiencies

• Consolidate and extract the current

value of our assets • Manage portfolio to capture maximum

value • Review of projects with a long-term

pay back • Be ready to diversify/adapt traditional

businesses

Long term value capture

• Capex flexibility • Portfolio rationalization

• Synergies and company-wide Efficiency Program

• Shift from growth to value delivery • Competitive and sustainable

shareholder remuneration

• Integrated model • Self-financing strategy even in a

stress scenario • FCF breakeven reduction

Efficiency

Portfolio Management Value

Resilience

Strategic Plan 2016-2020

1. Company overview and strategy 2016 to 2020: Value and Resilience

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Transformation Program

Upstream main projects

Both

~700 kboepd production ~1 Million bpd refining

capacity

Core businesses: Upstream and Downstream

~2.4 billion boe proved reserves (*)

20% stake in GNF

(*) As at 31/12/2016

Our shareholders

1. Company overview and strategy Through the value chain and across the globe

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Our commitments to Sustainability

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Company Strategy gives

priority to Sustainability

issues

Sustainability Policy

Sustainability Committee established on May 27th 2015.

Policy on Sustainability approved on December 2015 and a New Sustainability model approved by the Executive Committee on October, 2016.

Sustainability Global Plan for the whole company approved on June 2017. It stablishes specific goals for 2020.

Existence of a Sustainability Division, reporting directly to the CEO. It demonstrates the importance that company gives to Sustainable development in the present and future of our Bussiness

Participation of the Senior Management in setting strategic objectives for social, safety and environmental, 2020

Establishment of objectives linked to social, safety and environmental targets, for all employees with variable remunetarion (global weight of 10%)

Periodic review of the Companys’ Sustainability performance by senior Management

2. Our commitments to Sustainability Repsol: a company fully committed to Sustainability

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A sustainable Company: A company that is able to anticipate risks in order to manage them properly, minimizing the impact of its activities and generating value for its stakeholders

Commitment to Zero Accidents by 2020 Embedded safety culture

Strict asset integrity procedures

Implementation of circular economy projects. Excellence in spill prevention and response Optimized water & waste management

Biodiversity action plans

Achieved reduction of 4.3 million tons CO2 by 2016 Objective: reduction of 5 million tons CO2 emissions by 2020

Promoting non-fossil fuel energy initiatives

Objective: 30% of women on the Board of Directors Code of Ethics and Conduct recently reviewed

Anticorruption policy Remuneration disclosure No presence in Tax havens

Policy on respect for human rights based on the UN Guiding Principles on Business and Human Rights Grievance Mechanisms

Our Goal: zero incidents with communities by 2020 Objective: proportion of women in leadership positions to 30% by 2020

1.- EITI: Extractive Industry Transparency Initiative

2. Our commitments to Sustainability

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Safety operations

Ethics and Transparency

People Management of impacts and resources

Innovation and Technology Climate Change

Promoting innovation and development Use of new technologies

(1) PSIR (Process safety incident rate): number of accidents from Tier 1 and Tier 2 processes accumulated over the course of the year, for every million hours worked. (2) LTIFR (Lost Time Injury Frequency Rate). (3) TRIR (Total Recordable Incident Rate).

Systemic Risk ManagemVent Risk assessment through the entire safety process lifecycle to prevent impacts on people, environment and assets. Operations control through work permits and identification of critical elements of our facilities

Focus on Process Safety

Process Safety allows Repsol to address its main safety-related challenges Focus on avoiding accidents that could have grave consequences In 2014, the company base line of process safety accidents was created to define 2015-2020 specific goals

We have established targets to reduce PSIR1 and occupational safety (LTIFR2 and TRIR3)

No fatalities in 2017 • In 2016, two fatalities occurred. One of them happened during a 3D seismic in Indonesia, due to a tree that fell over a worker.

The other one occurred during a LPG inspection installation in Madrid.

2. Our commitments to Sustainability Safety operations

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Our ambition: zero accidents

0

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4

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2008 2009 2010 2011 2012 2013 2014 2015 2016

OCCUPATIONAL SAFETY

LTIFR

TRIR

2012 2013 2014 2015 2016

Tier 1+2 123 93 58 46 32

Tier 1 24 16 10 4 5

Tier 2 99 77 48 42 27

N hours 31.016.119 34.638.711 37.241.382 45.526.525 49.485.180

PSIR Tier 1+2 4,0 2,7 1,6 1,0 0,65

Designed to prevent major industrial accidents. Focus on safety process.

Systematize the monitoring of leading indicators and the continued implementation of prevention plans, reducing the possibility of major industrial accidents.

PEOPLE

Strengthening the principle of Integrated Safety in operations, ensuring the correct implementation of safety processes.

2016: Focus on those critical processes that require specific management actions

Focusing on people, their values and beliefs, their behaviours and attitudes on safety, to reduce accidents caused by human factors .

2016; development of safety trainings to reduce accidents caused by human factors

A proper Design, implementation and maintenance of safety barriers guarantees the integrity of our facilities, preventing failures on these barriers, an therefore reducing accidents.

PLANTS

[ Three axes ]

PROCESSES


A proactive safety plan accompanying the Company´s Strategic Plan together with other actions under the safety strategy of Repsol.

SMArt keys Program

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Culture Project: •Developed our own Culture model and diagnose methodology: HSE Culture model defined in 2013. Maturity levels and diagnose methodology to be defined in 2014.

• Four pilot projects already developed in order to test the above mentioned diagnosis methodology: Bolivia E&P business, LPG business in Spain, petrochemical business in Portugal (Sines facilities) and Cartagena refinery.

•Safety culture workshops carried out in Norway, Canada and USA as initial studies prior to theirs diagnose culture project

•HSE leadership Plan and safety and environment training •Keep on working on the HSE leadership Plan (initiated in 2012): 223 employees trained in 2016

•Training in safety and environment: In 2016, the number of hours given on these topics came to 221,521 and 16,350 employees trained.

•Training programs in safety and the environment for contractors around 200,490 hours taught.

•Increasing the number of training hours. Training should reach all employees and all business units.

•Keep on working on the smart Key Programs: safety culture workshops, culture diagnosis projects, company culture improvement projects and integration of culture in organizational processes.

Progress

Next Steps

“The development of a Safety and Enviromental culture, embedded and shared by the whole company, is crucial to achieve our goals”

Our ambition: Embedded safety culture

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In 2016, the number of spills has decreased 50% compared to the previous year. The amount of hydrocarbon spilled was 40 tons, higher than the previous year, due to a relevant spill that occurred at marketing business in Peru.

(1) We had four significant spills in 2014: a hydrocarbon spill in the Pampilla refinery in Peru, a diesel spill in Marketing Perú, a diesel spill in Ecuador and a synthetic drill mud spill in Angola. (2) One significant ocuured at Peru marketing bussiness. Quantity of spillage amounted to 31 tons.

Drills carried out in E&P, refining, chemical facilities and LPG.

Capability review: E&P protocol used to check the emergency response capacity

Repsol has developed and patented an early detection system for oil spills, using proprietary technology that uses advanced detection software and complex algorithms to interpret spill signals

Developing response capabilities against large marine spills, as part of our Global Critical Management Programme (GCMP)

Agreements with means and service providers, such as: 1.- Oil Spill Response (OSRL)→ entered into an agreement to collect the spillage and to recover the affected area. 2.- Wild Well control →as part of our global strategy based on containing wells. Agreement entered into for the installation of capping stack systems to control the outflow of hydrocarbons in the event of a spill.

2. Our commitments to Sustainability Management of impacts and resources

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Our ambition: neutral environmental impact of resource management

Spill prevention and response

2014 2015 2016

Number of spills 17 21 11

Quantity spilled (tonnes) 316(1) 23 40(2)

Various measures have been implemented to prevent accidental spills:

o Reviewed procedures o Improved management systems o Reviewed of control mechanisms o Best available technologies


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Our objective is to implement circular economy projects that will have a positive impact on both society and the company in all the business units by 2020

Circular Economy

Progress

Next Steps

Management of impacts and resources

Repsol’s strategy on Circular Economy was approved by the CEO on December 12th, 2016. We continue by summarizing activities underway and the progress in each of them: • Broadcasting of the Circular Economy Strategy through a Sustainability Report and the “ad-hoc”

webpage, repsol.net on Circular Economy. • Network generation:

o Collaboration with external companies that can contribute to the definition and start-up of projects. o Active participation in national and international work groups on Circular Economy (CEOE1, Chamber

of Commerce, CEPS 2, World Economic Forum, European Commission, etc). o Establishment of an internal network with experts of different businesses and areas from the

Company (accounting more than 70 people). • Creation, promotion and development of projects: generation of new circular projects on matters

regarding water, waste and raw materials, development of initiatives with external partners, elaboration of the Circular Initiative Catalog (CIC).

Repsol works in the development of projects that already exist within the Initiative Catalog. Moreover, we are searching for innovative projects within the field of efficient natural resources management that fulfill maximum efficiency criteria, maximum transparency and less environmental impact.

1.- Conferederación española de organizaciones empresariales 2.- CEPS:

1.- IPIECA: Global Oil and Gas Industry Association for Environmental and Social Issues 2.- GEMI: Global Environmental Management Initiative (GEMI)


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•Keep on working on the inclusion of new actions to go forward with the current action plans

•We have developed our own tool, Repsol Water Tool (RWT), which incorporates aspects of the Global Water Tool (adopted by IPIECA1) and Local Water Tool (Adopted by GEMI2), the two main methodologies developed and adapted to the oil and gas industry to identify and evaluate the impacts and threats associated with water.

•This tool has enabled us to draw up a water management map, which we have used to work on defining the company’s baseline, and to define a 2015-2020 water management improvement action plan.

•Implementation of the action plan: the 85% goal has been surpassed thanks to the efforts of the various businesses, reaching an implementation of close to 95% in 2016.

•Pilot project developed in Spain (Puertollano refinery) focusing on the use of water optimization. Identification of improvements and proposal of different measures to reduce water consumption.

•In 2016, RWT was adapted to identify and assess the main risks associated with water management

in the unconventional assets acquired of Talisman.

Progress

Next Steps

Repsol has defined a water management improvement action plan for 2015-2020 that is specific to each installation, establishing for 2016 a company goal of 85% compliance with the work lines

Resource Use Efficiency: Water



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• Company waste map redesigned.

• 15.5 Kilotons of waste reduced through 2016, almost 50% of total objective already achieved

• Improvement goals in E&P through the implementation of the company's EPPs: 100% of the Environmental Performance Practice (EPPs) planned were implemented.

• Developed an extended waste map for the entire Company, which includes characterization, current disposal and new options for improving our waste management

• Reduction actions carried out in all areas:

1.- Refining and Chemical facilities: efficiency in tank cleaning increased, improvements in waste drying and internal flows reused.

2.- E&P: actions to reduce the quantity of waste landfilled through our own recovery or that of third-parties.

3.- Lubricants: participation in the Ecoembes Integrated Management System (IMS), an inverse logistics system implemented.

• Compliance and revision of the potential reduction of some of the actions identified for the period 2015-2020.

• Implementation of good practices which derive from the action plan in other parts of the company

• Identified 11 opportunities for valuing waste, which we will develop in 2017 by order of priority.

Our objective: reduce waste by 50 kilotons by 2020. Working to improve waste management throughout the life cycle of our processes in order to minimize our impact on the environment.

Resource Use Efficiency: Waste

Progress

Next Steps


1.- IPIECA: Global Oil and Gas Industry Association for Environmental and Social Issues 2.- IOGP: International Association of OIL& Gas producers 3,-BAP: Biodiversity Actions Plans


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• First O&G company to put into practice the IPIECA1 and IOGP2 management framework on biodiversity and ecosystem services (BES) to integrate the management of BES across the life cycle of O&G operations and embed the concept of BES issue management within operational practices and management systems.

•Ecosystem Services Reviews carried out in Peru (Block 57) and Colombia, in collaboration with the Fauna and Flora International NGO. The study has provided a number of recommendations that aim to strengthen Repsol’s environmental systems and to incorporate ecosystem services reviews.

• BAP3 in Bolivia, Peru, Ecuador and Trinidad &Tobago

• 100% of E&P sites have been evaluated

• Working lines to conserve and /or improve the biodiversity, with 100% of implementation so far.

• Active participation in different international environmental and social forums, such as IPIECA, IOGP, Cross-Sector Biodiversity Initiative or the Proteus consortium with UNEP4-WCMC5.

• Inclusion of ecosystem services criteria into the operational management system. It comprises the revision of Repsol rules for the management of biodiversity and ecosystems services and its implementation in the company, along with identification and minimization of possible impacts and application of KPI’s.

Our objective: the Prevention and minimization of any negative environmental impact in all our operations, especially in sensitive, biologically diverse and protected natural environments

Biodiversity and Ecosystem Services

Progress

Next Steps


4.- UNEP: United Nations Environment Programme 5.- WCMC: World Conservation Monitoring Center

2. Our commitments to Sustainability Climate Change

Our position on climate change

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In Repsol we believe that two global goals have to be pursued:

To fight against climate change and

To provide access to affordable energy in order to support economic growth and development

We set up and deploy ambitious energy efficiency programs to reduce energy consumption and GHG emissions as one of the key elements of our strategy. These programs pursue long term targets which have been made public in order to facilitate their progress by the stakeholders.

We consider natural gas as the most cost effective solution to promote a structured transition to a low emissions future, specifically in the power generations field. In this sense, our upstream portfolio evolves towards greater percentage of gas versus oil (about 65% in production and 75% in reserves).

We are convinced that innovation and technological development are essential for ensuring reliable and sustainable energy supply in the long term.

Carbon Capture, Utilization and Storage is a key element to hold the increase in the global average temperature well below 2ºC above pre-industrial levels. Repsol supports the deployment of these technologies, working to allow projects to be technically and economically feasible, sustainable and socially acceptable.

2. Our commitments to Sustainability Climate Change

Our Strategy

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We promote the role of Natural Gas

• 65% of our production and 75% of our reserves are gas

• Committed to mitigate methane emissions associated with our production

• LDAR programs implemented to detect and repair methane leaks

• Endorsed United Nations Climate and Clean Air Coalition – O&G Methane Partnership initiative

• Participating in different engagement initiatives with investors: PRI Initiative on Methane Emissions and Institutional Investors Group on Climate Change (IIGCC)

Carbon Capture, Use and Storage (CCUS)

• Working with our OCGI partners on pathways for marketing commercialization, capture technologies, cost reduction and availability of storage capacity

• Participate in some investments in the OGCI Climate Investments

Energy Eficciency

• Our objective: to reduce 1.9 million tons of CO2 annual run rate by 2020 (as part of our energy efficiency program 2014-2020)

• 4.3 Mt CO2 have been reduced since 2006. Achieve reduction of 5 M tons CO2 by 2020

• 357 M€ invested in reduction actions out of 500 M € committed until 2020

• Endorsed the World Bank Zero Routine Flaring by 2030 Initiative

• Repsol continues implementing a global energy management system (EnMS) under ISO 50001 standard: 8 of our main facilities and a multicenter business certified so far.

Renewable energy

• Investing in Sustainable mobility • Development of advanced biofuels projects to

reduce CO2

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2

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4

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Carbon pricing as a company tool to improve resilience in a low emissions future

• Repsol supports carbon pricing as a policy framework that will contribute to provide our businesses with a clear roadmap for future investment.

• We believe carbon pricing encourages the most efficient ways of reducing emissions widely and increases investment in low carbon technologies.

• To be effective carbon pricing should be embedded in a coherent policy frameworks which safeguards a sector’s international competitiveness.

• Repsol includes a carbon pricing in their strategic plans:

Carbon pricing

Climate Change

2018: 10 USD ton/ CO2

2025: 40 USD ton/ CO2

CO2 21


Scenario analysis

Climate Change

Scenario Analysis

Our ambition: to commit to 450 ppm Scenario. There is no single pathway to a low emission future. Finding these pathways is a task for many actors from all sectors of society over the short, medium and long term. Nevertheless, three elements are common to most of the projected pathways: • Improving efficiency and saving energy: The most cost effective method of

reducing GHG emissions is to save energy. • Reducing emissions from power generation: In the near term, one of the most

cost-effective and impactful steps that society can take is to switch from coal to gas. In this sense, at Repsol we are well positioned with respect to our competitors. 65% of our production and 75% of our reserves are gas.

• Reducing emissions from remaining end-use sectors. Alternatives to electrification include hydrogen, biofuels, industrial CCUS and bioenergy with CCUS.

Scenario analysis is one of the recommendations of the Task Force Climate related financial disclosure (TFCD).

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Repsol has been the first OIL& gas company issuing a Green Bond

Green Bond

Climate Change

• On 9th May 2017, Repsol successfully priced a € 500 M Green Senior Bond, coupon 0.5%,

maturity 2022.

• Repsol Green Bond Framework (verified by Vigeo) has been developed with the aim of providing transparency, disclosure, integrity and clarity to investors, and follow the ICMA’s Green Bond Principles: o Repsol is committed to ensure the responsible management and sustainable value of the

financed projects through the integration of ESG criteria , at project level, applying to the whole business divisions of the group, according to its Sustainability Policy.

o Proceeds of the bond will be allocated to investment projects aimed to decrease GHG emissions by 1.3 millions of tons of CO2eq.

o Repsol will be committed to disclose a report on an annual basis verified by an external auditor to show the progress of the investments financed through the Green Bond.

• Transactions Highlights: o Net Roadshow presentation available, ESG one-on-ones and group calls investors o 5x times oversubscribed o 45% Sustainable and Responsible investors among initial subscribers (without the

participation of the ECB, the percentage of Green Investors would be 51%)

Repsol joint the initiative in June 2015. We are working in 3 different focus areas:

• Low Emissions Roadmap: We are researching what scenarios intended to limit the global temperature rise to 2°C or below mean concretely for the oil and gas industry.

• Managing Methane Emissions: We are collaborating on research to fill the gaps in methane data and detection technology to help both companies and policy-makers act more effectively.

• Carbon Capture, Utilization and Storage: CCS projects are already underway, but large-scale deployment will require us to reduce costs, develop viable market mechanisms and improve our understanding of geological storage capacity.

Repsol takes part at the OCGI Investment fund, established to invest 1 BN USD in the development of low emissions technology.

CDP is one of the most important questionnaires about climate change. It requests information on the risks and opportunities from the world’s largest companies on behalf of 827institutional investor signatories with a combined US$100 trillion in assets.

Repsol has been recognized as one of the best O&G companies for its Carbon Strategy. Our company has been included in the group of “leaders” 8 times in the last 11 years. In 2016 and 2017, Repsol has achieved an A- score and has attained the Leadership level.

Historical results

Repsol is actively involved in several work streams:

• Low Emissions Pathways. • Methane emissions. • Adaptation and resilience. • Energy efficiency. • Climate reporting.


Moving from stakeholders engagement to partnerships

OGCI is an industry-driven initiative officially launched at the UN Climate Summit in 2014. It aims to catalyze action on climate change. IPIECA is the global oil and gas industry association

for environmental and social issues.

Climate Change

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Transparency

Climate Change Initiatives

2. Our commitments to Sustainability Ethics and Transparency (I)

Our ambition: No cases of corruption in the activities carried out by the Repsol Group:

Ethics and Conduct Regulation

Repsol has taken yet another step towards integration with the approval of the new Code of Ethics and Business Conduct that is adapted to the most up-to-date international standards. It applies to both employees and contractors.

2017 objective: mandatory training to all employees in Ethics and Conduct regulation.

Ethics Committee

The new Repsol Ethics and Compliance Channel replaces the existing whistleblowing channels and it allows employees and third parties to ask questions and report concerns about the Code of Ethics and Business Conduct without fear of retaliation. It is administered by an independent company (NAVEX Global) and is available 24 hours a day, seven days a week, by telephone and online.

23 concerns received in 2016 and 37 during 2017

Chief Compliance Office

Repsol has always been very active in ensuring compliance.

Repsol has given one further step in the strengthening of the role of compliance through the appointment of the Chief Compliance Officer in the CD Corporate Governance Affairs and CCO, the creation of the D. Compliance Processes and the appointment of a Chief Compliance Officer for North America.

Reinforcing our compliance commitments contributes to the strategic objectives of efficiency and control of the Company.

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2. Our commitments to Sustainability Ethics and Transparency (II)

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Audit and Control Corporate Division

Supports non-compliance investigation

Evaluates control processes efficiency

Anti-corruption policy

Applies to all employees

The “Code of Ethics and Conduct for suppliers’’ includes special clauses and application of best practices (FCPA2 and UK bribery Act) to ensure observance of anticorruption issues

Set of regulations that develops mechanisms for the prevention, detection and investigation of corruption

Crime Prevention Model

A formal framework of regulations, procedures and controls, that provide a means of reasonably ensuring that the risks of crimes being committed are suitably identified, monitored, evaluated and controlled

*1.- Due to the integration of Talisman, Ethics and Conduct regulation has been reviewed in 2016 to unify it with the other ethics codes of the group and adapt it to the company’s new circumstances 2.- FCPA: Foreign Corrupt Practices Act

2. Our commitments to Sustainability Ethics and Transparency (III)

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EITI* and other initiatives

Support for initiatives to promote financial transparency in the international extractive sector and in the countries where we operate

We support EITI since its foundation in 2003: We belong to the Peru group since 2011 and cooperate with Trinidad Tobago working group since 2015

Code of Best Tax Practices

Adherence to the Code of Best Tax Practices, evidencing our opposition to the use of non-transparent tax structures

EU and US lobbies Repsol is registered at the US lobby register and at the European Union Transparency register.

Disclosure Transparency

Continuous improvement on remuneration disclosure

Disclosure of engagement report

*EITI: Extractive Industry Transparency Initiative

Our ambition: Be publicly recognized as an honest and transparent company in tax- related matters

2. Our commitments to Sustainability People: respect for Human Rights (I)

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Policy on Respect for Human rights

Based on the UN Guiding Principles on Business and Human Rights “ Protect, Respect and Remedy”

Community Relations and Human Rights Management Framework

Development of a NEW Global Framework and management system as a result of the integration between Repsol and Talisman, based on leading International Standards (IFC, UNGP, OECD guidelines)

Updated Policy on human rights and Community Relations

Development of a new Community relations and Human Rights Standard.

10 workshops developed in 2016 based on the application of the new legal framework, with specific focus on risk and impacts management, and the application of constructive dialogue between parties.

Disclosure Transparency

A community relations and human rights focus and capacity must be present in the due-diligence processes prior to acquisitions, to identify and assess the associated social risks at all stages of the life cycle of projects operated by the Company (operated activity); and also in projects not operated by the Repsol Group, as social risks associated with these projects (non-operated activity) may also exist.

All social risks, impacts and opportunities linked to an operated/non operated activity will be regulated under our policy, its fulfilment defined though specific objectives and KPIs.

1.- IFC: International Finance Corporation ( World Wide Group ) 2.-UNGP: United Nations Guding principles on Business and Human Rights 3.-OECD: Organisation for Economic Co-operation and developmen

Our ambition: Zero incidents with local communities as a result of our operations

2. Our commitments to Sustainability People: respect for Human Rights (II)

Voluntary principles on Security and Human Rights

Formal adherence to the Voluntary Principles on Security and Human Rights initiative on 2014

Implementation of the action plan launched in 2015, to be applied in all countries

Development of internal audits in Bolivia, Colombia, Ecuador , Peru and Venezuela, to measure evolution of implementation

Definition of additional actions to keep on progress on the implementation plan during 2017

Training on Community Relations and Human Rights

Online training program on Human Rights ( 1,015 employees through September 2016)

Face to Face workshops on specific processes: community grievance mechanisms; human rights impact assessments

Human Rigths Impact Assesment

3 projects carried out, 2 additional downstream projects

Develop internal guidance on HRIA to support internal practitioners

Support Business Units in the implementation process

Community Grievance Mechanisims

Pilot Project in an operated asset jointly with IPIECA ( Peru) and one existing project in Bolivia

Diagnosis of existing Community Grievance Mechanisms in assets ( Bolivia and Peru)

develop an internal guidance on How to support internal practitioners

Support Business implementation and improvement processes

Our ambition: Guarantee people’s security with full respect for human rights

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• Indigenous communities in Bolivia, Canada, Colombia, Ecuador, Papua New Guinea and Peru

• Repsol recognizes and respect the unique nature of indigenous, tribal and aboriginal peoples and their rights, in accordance with existing legislation, and the obligations established by International Labour Organization (ILO) Convention 169, whether incorporated into the national legislation of the countries in which we operate or not

• First O&G company operating in Latin America with an official policy explicitly supporting indigenous rights defined by ILO Covenant 169, including right to free, prior and informed consultation (FPIC). Recently, a new Community relations policy has been approved, based on the same principles than the previous one.

• Repsol establishes enduring relationships and long-term agreements with indigenous communities in the area of influence of our projects and assets, based on principles of respect, cultural sensitivity, integrity, responsibility, transparency and good faith.

• Repsol carries out human rights impact assessments as part of the due diligence process and develops community grievance mechanisms adapted to distinctive features of indigenous peoples

• Repsol performes with special preventive measures, such as anthropological contingency plans, in operations close to areas inhabited by indigenous peoples living in voluntary isolation

• Repsol leads this issue in the O&G Sector: Repsol co-chairs the IPECA1 indigenous peoples task force since 2014 and participates in the ARPEL2 Indigenous Peoples Working Group

2. Our commitments to Sustainability Community relations and Human Rights Management Framework: respecting Indigenous Rights

Bolivia, Canada, Colombia, Ecuador, Papua New Guinea and Peru

1.-IPIECA: Global Oil and Gas Industry Association for Environmental and Social Issues 2.-ARPEL: Asociación regional de empresas del sector petróleo, Gas y Biocombustibles en Lationoamerica y el Caribe

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5 Corporate Governance

Caixabank S.A.

Sacyr Vallehermoso, S.A.

Temasek

Free Float

Retail Investor

Institutional Free Float

9.69%

8.03%

4.25%

78.03% 18.0%

5. Corporate Governance Shareholder structure

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Total number of shares as of July 2017: 1,527 million(*)

(*) Post settlement of scrip dividend

Directors may not hold more than 4 mandates

in other listed companies*

Presence of External Directors

The majority of the Board (87.5%) consists of Non Executive Directors

Market Practice: The tendency is to decrease the presence of Executive directors

Rotation of independent

Directors

None of the Independent Directors have been on the Company’s board for more than 12 years

Implementation of the international standard (12 years cap) in our legal framework and in our internal regulations (art. 13.2.j) of the Regulations of Board of the Directors)

% of Board independence

1/2 of the Board is independent

Market Practice: Good Governance Code for Listed Companies recommends having 1/2 of the Board Independent

% of Committee Independence

Audit and Control Committee: Composed exclusively of independent directors

Nomination Committee: Majority independent / Chairman is independent

Compensation Committee: Majority independent / Chairman is independent Sustainability Committee: Composed exclusively of Non Executive Directors (2 independent and 2

proprietary) / Chairman is independent

The company's Board of Directors recognizes that a solid commitment to corporate governance is critical to establishing trust and credibility with investors.

*According to Repsol’s internal regulations all mandates held in companies within the same group or held as proprietary director proposed by a company of the same group will be

considered as one single mandate.

5. Corporate Governance Board of Directors

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Gender Diversity

Geographical diversity

Separated roles of CEO and Non

Executive Chairman

Transparency on

remuneration

The roles of the CEO and Chairman are been separated since 2014.

Repsol has appointed two female directors at its last AGM

Female directors make up 12.5% of the Board’s Directors.

Repsol has committed to increase the proportion of women in leadership positions in Spain to 30% by 2020 as recommended in the Good Governance Code for Listed Companies.

Repsol’s Board recognizes that the presence of foreign Directors can add value to the decision-taking process.

In line with the multinational nature of Repsol, the Board is committed to include foreign born members with solid international experience, such as Rene Dahan (Dutch) and J. Robinson West (United States).

The Company continues improving the disclosure on the remuneration issues and the implementation of international best practices.

The Remuneration Report is submitted annually to the General Shareholders Meeting. On 2017 AGM the Report was approved by 97.089% of the share capital attending the meeting.

The 2017 AGM approved also the Remuneration Policy for the Directors for the years 2018, 2019 and 2020 (majority of 95.890%). This Remuneration Policy was prepared in response to the new regulatory framework and reflects best practices on good governance and also Repsol's unflinching commitment to ensuring the utmost transparency.

Since 2009 the fix pay for Directors has increased a total of 2.5%.

The Company applies the limit of 2 years severance payment when proposing the appointment of new Executive Directors (as is the case of the CEO).

Shareholding policy for Executive Directors equivalent to 2 times salary.

Partial payment of the multiannual variable remuneration in shares for Executive Directors

5. Corporate Governance Board of Directors

33

6

Annexes

Social Indicators

6. Annexes Main KPI Evolution

35

Social 2013 2014 2015 2016 Repsol personnel (number) 24,214 24,46 27,166 24,532 Accident frequency rate (Repsol and contractor staff) 0.59 0.85 0.92 0.96 Training in safety and occupational health (hours) 208,891 234,51 220,831 221,521 Deaths (number) 0 0 2 2 Women staff (percentage) 32 33 33 35 Women in management posts (percentage) 15 15 15 26.7 Women on the Board of Directors (number) 2 2 1 1 Total turnover rate (percentage) 7 7 7 13 Investment in training (millions of euros) 19.63 17.5 17.8 11.9 Training per employee (hours) 40 44 45 41

Repsol staff who receive performance evaluations (percentage) 60 63 67 68

Disabled persons (number) 671 656 663 586 Teleworking staff (number) 1,222 1,411 1,716 1,811 Voluntary social investment (millions of euros) 24.58 26.03 22.74 19.83 Local purchases as percentage of total purchases 85.3 83 82.13 82

Evaluations of the performance of contractors and suppliers (number) 1,261 2,237 4,369 3,526

Audits on contractors and suppliers (number) 171 100 59 33

Expenditure on private and public security (millions of dollars) 44.11 40.53 38.39

Litigation due to allegations of anticompetitive behaviour (number of cases initiated) 2 2 1 0

Communications received under the Ethics and Conduct Regulation (number) 8 2 8 32

Dismissals for failure to comply with the Ethics and Conduct Regulation (number) 69 64 63 60

Enviromental Indicators

6. Annexes Main KPI Evolution

36

Environmental Indicators 2013 2014 2015 2016

Spills

Number of spills that reach the environment 14 17 21 11

Volume of hydrocarbon spills that reach the environment (tons) 15 316 23 40

Energy and Carbon Management

Energy Consumption (106 GJ) 176.8 178.4 214 256

Direct emissions of CO equivalent (million tons) 14.2 13.9 21.07 24.9

Water Management

Fresh water withdrawn (kilotons) 54,203 54,729 57,303 52,022

Reused water (kilotons) 9,473 9,945 8,964 10,292

Water discharged (kilotons) 38,965 35,920 49,859 42,250

Hydrocarbons in water discharged (tons) 460 199 384 245

Waste Management

Hazardous waste (tons) 66,315 66,430 49,097 56,920

Non-hazardous waste (tons) 182,693 167,200 94,453 217,552

Lost time injury frequency rate 1 Total recordable injury frequency rate 2

Own Employees

Contractors Employees

Combined

3.- As of 3Q 2015

6. Annexes Safety indicators

37

0.6 0.92 1.12 0.73 0.55 0.78 0.79 0.66

0.59

0.85 0.92

0.69

2013 2014 2015 2016

1.-Lost time Injury Frequency rate: Number of lost time accidents and fatal accidents recorded over the year, per million work hours

2.59 2.38 2.25 1.46 0

0,5

1

1,5

2

2,5

3

2013 2014 2015 2016

2.- Total Recordable Injury Frequency Rate: Number of accidents without lost time, with lost time and fatal accidents over the year, per million hours worked

2

6. Annexes GHG Long Term Target 2020

38

-0,58

-0,27 -0,16 -0,20

-0,38

-0,62

-0,44 -0,44

-0,51

-0,38 -0,31

-5,0

-4,5

-4,0

-3,5

-3,0

-2,5

-2,0

-1,5

-1,0

-0,5

0,0

2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

CO2 Mt reduced

Achieved 2006-2013:

-3,1 Mt CO2 e

2006-2013 objective: -2,5 Mt CO2 e

Bussiness as usual scenario

2014-2020 progress -1,2 Mt CO2 e

2014-2020 objective:

-1,9 Mt CO2 e

Scenario achieved through reduction measures adopted

Other recognitions and awards: • EXTEL Survey 2016- INVESTOR RELATIONS RANKINGS- FIRMS BEST FOR ESG AND SUSTAINABILITY Repsol ESG IR team ranked number 2 (out of 79 companies) • ENCUESTA EXTEL 2015- SRI CONNECT Repsol ESG team ranked by more than 700 companies and 1,300 PM, as the 3rd best company in communication with ESG investors

6. Annexes Main Sustainability Indexes and Initiatives

39

The company belongs to: FTSE4Good Index and FTSE Russell ESG Rating Ethibel Sustainability Index (ESI) Excellence Europe, and the Ethibel Sustainability Index (ESI) Excellence Global Euronext Vigeo index (Europe 120) y Euronext Vigeo index (Eurozone 120) MSCI Global Sustainability: Repsol scored AA Sustainalitycs: Repsol scored AA

(*) Since 2016 Companies will no longer receive a ‘number score’, Disclosure will be integrated into a single overall score; each reporting company will be placed in a letter band from A to D-

Historical Results

6. Annexes Main Sustainability Indexes and Initiatives

Repsol has been recognized as one of the best O&G companies for its Carbon Strategy. In 2016 and 2017, Repsol has achieved one of the highest scores and has attained the Leadership level, with an A- score.

Our company has been included in the group of “leaders” 8 times in the last 10 years.

40

2010 2011 2012 2013 2014 2015

Maximum Energy sector score 90 92 98 98 100 100

Minimum score for Energy

sector companies to be eligible

for the CDLI

88 90 95 97 98* 100*

Repsol’s score 88 89 98 98 96 100

Repsol´s evolution CDLI A B A- B B B

Repsol Investor Relations contact details:

Mr. Paul Ferneyhough, Corporate Director, Investor Relations

[email protected]

+ 34 91 7536315

Ms. Leticia Padura, ESG Manager

[email protected]

+34 91 7535988

Repsol S.A.EM Division of Economy, Finance and Development. 09/05/2017

Thank you November, 2017

Documents

Delivering Value and Resilience through Sustainability