SEPI Sociedad Estatal de Participaciones Industriales

The Board of Directors of the state-owned holding company Sociedad Estatal de Participaciones Industriales (SEPI), in its meeting celebrated today has agreed to adopt, during the Extraordinary General Meeting of IZAR Construcciones Navales, S.A., which takes place immediately afterwards, the winding-up of this Company, since it has incurred into the assumption considered in article 260.1.4º of the Public Limited Companies Act (Ley de Sociedades Anónimas), in accordance with that stipulated in articles 262.1 of this Act and 70 of the Company´s Articles of Association. In this way, the period for the winding-up of the shipbuilding company is declared open, and its social name becomes IZAR Construcciones Navales, S.A. en Liquidación, in keeping with that stipulated in article 264 of the Ley de Sociedades Anónimas.

The dissolution and winding-up of IZAR was already authorized by SEPI´s Board of Administration in its meeting on February 25th. Later, IZAR´s Board, in the meeting which it celebrated on March 18th, 2005 prepared the Annual Accounts for the Company corresponding to the fiscal year 2004, with negative shareholders´ equity amounting to 2,242,887,000 Euros, against a social capital amounting to 537,161,000 Euros.

Another of the decisions which SEPI´s Board of Directors has authorized today to be adopted in IZAR´s Extraordinary Meeting, has been the resignation, for legal reasons, of all the Members of this Company´s Board of Directors, the approval of the Winding-Up Norms and the appointment of the seven Members who will make up the Winding-Up Body, 5 representing SEPI and 2 representing the trade unions which were represented in IZAR´s Board of Directors. The Company´s current Chairman, Mr. Juan Pedro Gómez Jaén, will be the person who will chair the above mentioned winding-up body.

In keeping with the above mentioned Winding-Up Norms, the liquidators appointed by the Board will act jointly, as the Winding-Up Board or Committee, being its remit to carry out IZAR´s orderly winding-up, fulfilling in time and fully its outstanding obligations. Among its powers will be those of selling its assets according to the publicity and concurrence principles, as well as that of liquidating its labor liabilities and other contingencies which might exist.

Besides these powers, in keeping with article 272 of the Ley de Sociedades Anónimas, the Winding-Up Body will have as its main functions those of subscribing, together with the Administrators, the Inventory and initial Balance of the Company being liquidated, to guarantee the integrity of its net worth, to carry out the outstanding commercial transactions and the new ones which might be required for the liquidation, to divest the social goods and to make the payments due to the creditors and to the partners in accordance with the norms of the Act, as well as to hold the Company´s representation for the fulfillment of all the obligations.