Microsoft Word - HR BKIA_Convenio BKIA-BFA-ing.docx MATERIAL DISCLOSURE

Pursuant to article 82 of Law 24/1988 of 28 July on the Securities Market, and
as a continuation of
material disclosure number 219,282 published today, Bankia, S.A. hereby reports that the meeting of the company's board of directors held today has agreed to sign a Transactional Agree ment between BFA and Bankia to distribute between them the contingencies derived from the civil lawsuitts brought by minority shareholders in relation to the Banka rights issue.
The Agreement is limited to distribution of the contingency currently estimated by Bankia to be 780 million euros derived from the civil proceedings brought by minority shareholders against Bankia and/or BFA for placing shares from the Bankia rights issue in the primary market.
If, as a result of the civil proceedings brought by minority shareholders against Bankia and/or BFA for
placing
shares in the Bankia rights issue in the primary market, the limit of
780 million
euros is
exceeded, a new agreement between Bankia and BFA will be required, if appropriate.
Under this Agreement, BFA and Bankia agree to establish the distribution percenta ges within the limit of
780 million euros, in which Bankia will assume an amount for initial liability of up to 40%, equivalent to up to 312 million euros; and BFA will assume the costs that exceed this amount, up to the maximum

amount of 780 million euros, in other words, 60% of the c
sts subject to the distrib ution.
The costs subject to distribution shall exclusively be the amounts imposed on BFA and/or Bankia in the rulings in the different civil proceedings brought by minority shareholders against Bankia and/or BFA for placing shares in the Bankia rights issue the primary market, including legal expenses.
The commitments assumed by BFA and Bankia under the Agreement shall apply t o all civil proceedings, past, present and future, whether finalised or initiated or that are brought against Bankia and/or BFA by minority shareholders for placing shares from the Bankia rights issue in the primary market.
The above is notified as a material disclosure for all pertinent purposes.
Madrid, 27 February 2015
BANKIA, S.A.

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