Banco Popular Espanol : Approval of all the items on the Agenda of the Ordinary Shareholders' Meeting, as well as other amendments approved by the Board of Directors, regarding its composition and the composition of its Committees.

Madrid, 10 April 2017

Banco Popular Español, S.A. hereby announces that all the proposed resolutions on the Agenda, notified to the Commission as a Significant Event on 7 March 2017, were duly approved at the Ordinary General Shareholders' Meeting held today in Madrid.

After the General Shareholders' Meeting, the Board unanimously decided to co-opt Mr Ignacio Sánchez-Asiaín Sanz as a Board member, and to appoint him as Chief Executive Officer in replacement of Mr Pedro Larena Landeta, who has stepped down as a member of the Board and Chief Executive Officer.

The resignation and appointments shall come into force on 18 April 2017, and appointments are subject to the pertinent regulatory authorisations.

The Board of Directors also unanimously approved the following agreements, following a proposal by the Appointments, Governance and Corporate Responsibility Committee:

- The co-opting of Mr Vitalino Nafría Aznar as an independent Director to fill the vacancy left by the departure of Mr Roberto Higuera Montejo from the Board, at his own request.

The Board of Directors unanimously agreed to thank him for his services to the Bank during his time on the Board.

• The appointment of Mr Antonio González-Adalid García-Zozaya as First Vice-Chairman of the Board in replacement of Mr Roberto Higuera Montejo.

• The appointment of Mr Vitalino Nafría Aznar as a member of the Audit Committee, in replacement of Mr Roberto Higuera Montejo, and of the Risks and Compliance Committee, in replacement of Mr José Ramón Estévez Puerto.

Finally, the Board of Directors unanimously decided to appoint Mr Miguel Escrig Meliá as Chief Financial Officer.

A brief summary of the academic and professional profiles of the two new Directors is attached.

Yours faithfully,

Francisco Aparicio Valls

Director and Secretary to the Board of Directors

He is a graduate in Economics and Business Administration from the Universidad Comercial de Deusto (Bilbao), and also holds an MBA with a major in Financial Intermediation from the University of Pennsylvania's Wharton School.

With regard to his professional career, he has worked as Senior Advisor Iberia at Oliver Wyman & Co. from January 2016 to the present day; Corporate General Manager of Business Responsibility and Support Units at the Kutxabank Group from January 2012 to May 2015; General Manager of Business Responsibility and Support Units at the Bilbao Bizkaia Group from February 2008 to December 2011; member of the European Senior Advisory Board at Oliver Wyman & Co. from March 2007 to February 2008; member of the BBVA GROUP Management Committee from April 2001 to March 2007; BBVA Group Director South America from December 2005 to March 2007, with direct responsibility for the BBVA Group Business Unit handling South American Banking, Insurance and Pensions; Head of Systems and Operations at the BBVA Group from January 2003 to December 2005; Head of Private Banking and Asset Management at the BBVA Group from December 2001 to January 2003; Head of Banking in America at the BBVA Group from April 2001 to December 2001; Head of International Business Development at the BBVA Group from January 1997 to April 2001; Head of Marketing and Commercial Development at the BBVA Group from August 1995 to January 1997; Strategic Consultant for Major Financial Institutions at Oliver Wyman & Co. from 1989 to 1995, initiating and developing clientele at the Oliver Wyman & Co. Office in Madrid in 1992, and Stock Market Analyst with PRESCOTT BALL & TURBEN in 1986 and 1987.

He was also Chairman of the Boards of Privanza Banco (2003), Direct Seguros y Reaseguros (2003-2004), BBK Bank (2010), Kutxabank Vida y Pensiones (2009-2012), Kutxabank Aseguradora (2009-2012), Kutxabank Kredit E.F.C. (2009-2013), Luzaro

E.F.C. (2011), and Gobertia I+D (2016-present). He was Vice-Chairman at Banco Provincial (Venezuela) (2006-2007), BBVA Chile (2006-2007), Banco Continental (Peru) (2006-2007) and BBVA Colombia (2006-2007). He has also worked as a Board member with Finanzia Banco de Crédito (1996-2005), Banco Mercantil Probursa (Mexico) (1996- 2000), Banco Continental (Peru) (1996-2002), Banco Provincial (Venezuela) (1996- 2002), Banco Ganadero (Colombia) (1997-2003), Latinvest (1997-1999), Banco Francés (Argentina) (1998-2003), Banco BHIF (Chile) (1998-2002), Mobipay Internacional (2001-2002), Banca Mora (Andorra) (2002-2003), BBVA Gestión (2003), BBVA Seguros y Reaseguros (2003-2005), Euskaltel (2009-2012), Norbolsa (2009- 2012), Fineco S.V. (2009-2015), CajaSur Banco (2010-2015) and Abanca (2016- present).

He holds an MBA in Business Management from the International Business Management Institute ("INSIDE"), University of Deusto (Bilbao).

His professional experience has been with the BBVA Group. He was a Director of BBVA Bancomer México from 2007 to 2012; from July 2007 to December 2011 he was Vice- Chairman of Telefónica, and was also a member of the Board at Telefónica from December 2005 to December 2011 - he worked in both these posts as representative of BBVA. Between 2005 and 2007 he was General Manager of BBVA Spain and Portugal, and from 2003 to 2005 he worked as General Manager of BBVA America. He was Chief Executive Officer of the BBVA Bancomer financial group from 2000 to 2003, and in 2001 he was appointed as a member of the BBVA Global Management Committee. From 1998 to 2000 he was a Director and General Manager of BBVA México, and previously worked in several territorial and regional departments of BBVA. He was Chairman of Metrovacesa from 2009 to 2012.