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Prior to obtaining access to the information placed on this website please carefully read the following information.

By accessing any of the documents contained on this website you confirm that you have read this information and that you have understood and agree to the restrictions as stated herein. In addition, in reading, accessing or making any other use of the Information Memorandum, either the Polish language version or the English convenience translation thereof, you agree to be bound by each of the restrictions set out herein and in the Information Memorandum.

THE INFORMATION MEMORANDUM CONTAINED ON THIS WEBSITE (EITHER THE POLISH LANGUAGE VERSION OR THE ENGLISH CONVENIENCE TRANSLATION THEREOF) (“THE INFORMATION MEMORANDUM”) IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA. BY ACCESSING THE INFORMATION MEMORANDUM CONTAINED ON THIS WEBSITE,  YOU ARE DEEMED TO REPRESENT THAT YOU ARE NOT LOCATED IN THE UNITED STATES NOR ARE YOU A U.S. PERSON AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). REVIEWING THE INFORMATION MEMORANDUM IN BREACH OF THIS REPRESENTATION MAY CAUSE A VIOLATION OF UNITED STATES SECURITIES LAWS.

The Information Memorandum contained on this website was prepared in connection with the seeking of the admission and introduction of all the outstanding shares (the “Securities”) in Banco Santander S.A. (the “Company”) to trading on the Warsaw Stock Exchange (the “Admission”). The Securities are currently listed on the Spanish Stock Exchanges (Madrid, Barcelona, Bilbao and Valencia through the Spanish Automated Quotation System (Mercado Continuo)), the Milan Stock Exchange, the Lisbon Stock Exchange, the London Stock Exchange, the New York Stock Exchange, the Mexican Stock Exchange, the Buenos Aires Stock Exchange and the São Paulo Stock Exchange. The Information Memorandum was prepared and published on the basis of Art. 39 par. 2, in connection with Art. 7 par. 15 point 3) of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies of 29 July 2005 and pursuant to the Ordinance of the Polish Minister of Finance of 8 August 2013 on the Detailed Conditions that Should Be Satisfied by an Information Memorandum referred to in Article 39 of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies.

The Information Memorandum, together with any other statutory required disclosure, is the sole legally binding document containing information on the Admission. The Information Memorandum is not a prospectus or other offering document for the purposes of applicable measures implementing EU Directive 2003/71/EC (such Directive and other applicable regulations, the “Prospectus Directive”) and as such does not constitute an offer to sell or the solicitation of an offer to purchase securities. The Information Memorandum was not approved or registered with any regulatory body in any jurisdiction.

It may be unlawful to distribute the Information Memorandum to which you will gain access in certain jurisdictions. Please note that the Information Memorandum is not intended for publication or dissemination in any jurisdiction where such publication or dissemination may be unlawful in accordance with the applicable laws. You are also reminded that you may access this Information Memorandum on the basis that you are a person into whose possession this Information Memorandum may be lawfully delivered in accordance with the laws of the jurisdiction(s) in which you are located and/or resident.

The Information Memorandum is not an offer for sale of securities in the United States. The Securities will not be registered under or offered in compliance with applicable securities laws of any state, province, territory, county or jurisdiction of the United States, Canada or Japan. Accordingly, unless an exemption under the relevant securities law is applicable, any Securities may not be offered, sold, resold, delivered or distributed, directly or indirectly, in or into the United States, Canada, Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction. There will be no public offering of Securities in the United States or any other jurisdiction.

Neither the Information Memorandum nor the Securities covered thereby have been or will be registered, approved, notified or admitted to trading on a stock exchange in any country other than Spain, Italy, Portugal, the United Kingdom, the United States, Mexico, Argentina Brazil and, following the Admission, also Poland, specifically in accordance with the Prospectus Directive or other applicable law, and the Securities cannot be traded on any other stock exchange outside such jurisdictions. Any investor should review the relevant regulations which may apply thereto in connection with the trading of shares on the Spanish Stock Exchanges (Madrid, Barcelona, Bilbao and Valencia through the Spanish Automated Quotation System (Mercado Continuo)), the Milan Stock Exchange, the Lisbon Stock Exchange, the London Stock Exchange, the New York Stock Exchange, the Mexican Stock Exchange, the Buenos Aires Stock Exchange, the São Paulo Stock Exchange and, following the Admission, on the Warsaw Stock Exchange.

Set up below the information related to the intended admission of the Banco Santander shares to the Warsaw Stock Exchange:

2017

2016

2015

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