ANNUAL GENERAL MEETING OF INDUSTRIA DE DISEÑO TEXTIL, S.A. (INDITEX, S.A)

JULY 15, 2014

The Annual General Meeting of Industria de Diseño Textil, S.A., has passed, in the meeting held on 15 July 2014, the following resolutions pursuant to the agenda:

First.- Review and approval, where appropriate, of the Annual Accounts (Balance Sheet, Profit and Loss Account, Shareholders' Equity Statement, Cash Flow Statement and Annual Report) and Management Report of Industria de Diseño Textil, Sociedad Anónima, (Inditex, S.A.) for fiscal year 2013, ended 31st January 2014.

Approval of the Annual Accounts (Balance Sheet, Profit and Loss Account, Shareholders' Equity Statement, Cash Flow Statement and Annual Report) and of the Management Report of Industria de Diseño Textil, S.A. (Inditex, S.A.) (hereinafter, "Inditex" or the "Company") for fiscal year 2013 (ended 31st January 2014), stated by the Board of Directors in the meeting held on 18th March
2014 and signed by all the directors.

Second.- Review and approval, where appropriate, of the Annual Accounts (Balance Sheet, Profit and Loss Account, Statement of Comprehensive Income, Shareholders' Equity Statement, Cash Flow Statement and Annual Report) and Management Report of the consolidated group ("Inditex Group") for fiscal year 2013, ended 31st January 2014, and of the management of the company.

Approval of the Annual Accounts (Balance Sheet, Profit and Loss Account, Statement of Comprehensive Income, Shareholders' Equity Statement, Cash Flow Statement and Annual Report) and of the consolidated Management Report of the Inditex Group for fiscal year 2013 (ended 31st January 2014), stated by the Board of Directors in the meeting held on 18th March
2014 and signed by all the directors.
Approval of the management of the Board of Directors of Industria de Diseño Textil, S.A. (Inditex, S.A) for fiscal year 2013.

Third.- Distribution of the income or loss of the fiscal year and distribution of dividend.

Approval of the proposed distribution of the income of fiscal year 2013 (ended 31st January 2014), in the amount of euro one million five hundred forty eight hundred and ninety-three thousand (€1,540,893k) to be distributed as shown below:

€ THOUSAND

- To voluntary reserve................…………………………….. 33,522

- To dividends.....……………………………….................... 1,507,371

Dividends (maximum amount to be distributed for a fixed gross dividend of euro two and forty-two cents (€2.42) per share with a nominal value of fifteen cents of a euro (€0.15), corresponding to

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an ordinary dividend of euro one and ninety-two cents (€1.92) per share and an extraordinary dividend of euro fifty cents (€0.50) per share, for all outstanding shares)

- TOTAL.....………………………………............................. 1,540,893

It is thus resolved to pay the shares with a nominal value of fifteen cents of a euro (€0.15), with the right to dividend, the gross amount of euro two and forty-two cents (€2.42) per share. The gross amount of euro one and twenty-one cents (€1.21) having been paid last 2nd May 2014 as interim dividend, it is thus resolved to pay the shares with a right to dividend, a supplementary dividend (ordinary and extraordinary) in the gross amount of euro one and twenty-one cents (€1.21) per share, or, should the motion submitted to the Annual General Meeting covered in item number Four of the Agenda be passed, with the subsequent reduction of the nominal value of the shares occurring prior to the date referred to in the next paragraph, in the amount of two hundred and forty-two cents of a euro (€0.242) per share with a nominal value of three cents of a euro (€0.03), remaining amount to add up to the total dividend.
This supplementary dividend shall be paid to shareholders as of 3th November 2014, through those entities linked to the Spanish Central Securities Depositary, in charge of the Register of Securities, and the Clearing and Settlement of all trades (Iberclear) where they have their shares deposited.

Fourth.- Stock split increasing the number of shares in the Company by reducing thenominal value of shares from fifteen cents of a euro (€0.15) to three cents of a euro (€0.03)per share, according to the ratio of five new shares per each existing share, without anychange in the share capital; subsequent amendment of article 5 of the Articles ofAssociation (regarding the number and nominal value of the shares which make up theshare capital) and delegation to the Board of Directors, with express power of substitution,of any and all powers as may be required to implement this resolution.

Stock split, increasing the number of shares in the Company by reducing the nominal value of shares from fifteen cents of a euro (€0.15) to three cents of a euro (€0.03) per share, according to the ratio of five new shares per each existing share, without any change in the share capital.
Consistently with the foregoing, the amendment of article 5 of the Articles of Association, regarding the share capital, is resolved. Such article shall hereinafter read as follows:

"Article 5.- Share capital

The share capital is EURO NINETY-THREE MILLION FOUR HUNDRED AND NINETY-NINE THOUSAND FIVE HUNDRED AND SIXTY (€93,499,560), fully paid-up and subscribed, divided into, represented by and incorporated in THREE BILLION ONE HUNDRED SIXTEEN MILLION SIX HUNDRED FIFTY-TWO THOUSAND (3,116,652,000) indivisible shares, each with a nominal value of THREE CENTS OF A EURO (€0.03), all of the same class and series."

Likewise, it is also resolved to request admission to trading in the Madrid, Barcelona, Bilbao and Valencia Stock Exchanges in respect of the new shares resulting from the reduction of the nominal value per share through the Sistema de Interconexión Bursátil (Continuous Market), and the simultaneous delisting of the former shares.
It is also resolved to authorize the Board of Directors, with express power of substitution, to do and perform all acts and things as may be required to implement this resolution, being particularly

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authorized to decide the date of effect of the change of the nominal value of the shares and subsequent amendment of the Articles of Association.
Finally, for the avoidance of any doubt, it is hereby stated that any reference to the number of shares included in the resolution passed by the Annual General Meeting of Shareholders dated
16th July 2013 in respect of item number Five of the Agenda, regarding the approval of a long term performance shares plan addressed to members of the management, including the executive director, and other key employees of the Inditex Group, as well as in any other resolution passed to implement or execute such plan, shall be deemed to have been made, hereinafter, to the result
of multiplying by five the number of shares in question."

Fifth.- Amendment of the Articles of Association.

a) Amendment of article 17.1 ("Notice. Universal Meetings") of the Articles of

Association

To amend article 17.1 of the Articles of Association which will hereinafter read as shown below. The wording of the remaining paragraphs of this article will remain unchanged:

"Article 17.- Notice. Universal Meetings

1.- General Meetings, both Annual and Extraordinary, must be called by the Board of Directors by notice published in the Official Gazette of the Companies Register or in one of the newspapers with the largest circulation in Spain, on the web page of the Company (www.inditex.com) and on the web page of the Comisión Nacional del Mercado de Valores (CNMV), at least one month prior to the date set for the meeting, such notice having to state the name of the Company, the place, date and time on which the meeting is to be held, the agenda with all the business to be transacted, the date on which, where appropriate, the meeting shall be held on second call (considering that at least twenty four hours must lapse between those two dates) as well as any other mentions required by statute."

b) Amendment of article 27.1 ("Appointment and duration of the office of Director") of the Articles of Association

To amend article 27.1 of the Articles of Association which will hereinafter read as shown below. The wording of the remaining paragraphs of this article will remain unchanged:

"Article 27 - Appointment and duration of the office of Director.

1. Directors shall be appointed by the General Meeting and shall hold their office for four years." Mention is made of the fact that this amendment of the Articles of Association shall not apply to
the current mandate of the directors appointed or re-elected prior to such amendment, who will
hold their office for the residue of their term until expiry of the five year period for which they were appointed.

Sixth.- Amendment of section 8.1 ("Notice") of the Regulations of the General Meeting of

Shareholders.

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To amend section 8.1 of the Regulations of the General Meeting of Shareholders which will hereinafter read as shown below. The wording of the remaining paragraphs of this article will remain unchanged:

"Section 8. Notice

1. General Meetings, either Annual or Extraordinary, shall be called by the Board of Directors by notice published in the Official Gazette of the Companies Register, or in one of the newspapers with the largest circulation in Spain, on the Company' s Web page and on the web page of the Comisión Nacional del Mercado de Valores ("CNMV"), at least one month in advance of the date set for the meeting or any longer period of time required by the Law, where appropriate, depending on the resolutions submitted to its discussion.

Seventh.-Re-election of Mr Carlos Espinosa de los Monteros Bernaldo de Quirós to the

Board of Directors as affiliate director

To approve the re-election of Mr Carlos Espinosa de los Monteros Bernaldo de Quirós, whose personal details are already recorded with the Companies Register, to the Board of Directors as affiliate director, for the four-year period provided in the new wording of article 27.1 of the Articles of Association, as of the date of this Annual General Meeting.

Eighth.- Appointment of Mr Rodrigo Echenique Gordillo to the Board of Directors as non-executive independent director

To approve the appointment of Mr Rodrigo Echenique Gordillo to the Board of Directors as non- executive independent director, for the four-year period provided in the new wording of article 27.1 of the Articles of Association, as of the date of this Annual General Meeting.

Ninth.- Advisory say-on-pay vote on the Annual Report on the Remuneration of Directors

To approve, by means of an advisory say-on-pay vote, the Annual Report on the Remuneration of Directors of Industria de Diseño Textil, S.A. (Inditex, S.A.) released last 19th March 2014, the full text of which was made available to the shareholders, together with the remaining documentation for the Annual General Meeting of Shareholders, as of the date the notice of the Annual General Meeting was published.

Tenth.- Granting of powers for the implementation of resolutions.

To delegate to the Board of Directors, expressly empowering it to be substituted by the Executive Committee or by any of its members, as well as to any other person expressly authorised for these purposes by the Board, all necessary and broadest powers as required in law for the correction, development and implementation, at the time that it may deem most appropriate, of each of the resolutions passed in this Annual General Meeting.
Namely, to authorise the Chairman of the Board of Directors and Chief Executive Officer, Mr Pablo
Isla Álvarez de Tejera and to grant a special power of attorney as broad as might be required in law,

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to the Secretary of the Board, Mr Antonio Abril Abadín so that, either of them would, jointly and severally, without distinction, and as widely as is necessary in Law, do and perform all acts and things as may be required to implement the resolutions passed by this Annual General Meeting in order to record them in the Companies Register and in any other Registries, including, in particular, and amongst other powers, that of appearing before a Notary to execute the public deeds and notary's certificates that are necessary or expedient for such purpose, correct, change, ratify, construe or supplement the agreements and execute any other public or private document which may be necessary or expedient so that the resolutions passed are implemented and fully registered, without the need for a new resolution of the Annual General Meeting, and to proceed to the mandatory filing of the individual and consolidated annual accounts with the Companies Register.
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