Deoleo : Changes in the Board of Directors.

Rosalía Portela de Pablo, Chairwoman of the Board of Directors of DEOLEO, S.A. (the "Company"), domiciled in Alcolea (Córdoba) Ctra. N-IV (KM 388)-14610, a company whose shares are listed in the stock exchanges of Madrid, Bilbao, Valencia and Barcelona,

DECLARES

The following, in accordance with the provisions of Article 228 of the Royal Legislative Decree 4/2015 of 23 October approving the consolidated text of the Securities Market Act:

RELEVANT FACT

On today's date the following have been submitted to the CNMV - National Securities Market Commission and are available on the company website at www.deoleo.com: the individual and consolidated annual accounts for the year ended 31 December 2016 together with the auditor's report, the Annual Corporate Governance Report and the Remuneration Report both relating to the year 2016, following their formulation and approval at the Board meeting held on 28 March.

Also in the aforementioned meeting, Mr. Ángel Rodríguez de Gracia and Mr. José López Vargas were appointed proprietary directors through the co-option procedure, following the resignations presented on the same date, respectively, by the likewise proprietary directors "Unicaja Banco, S.A.U.", represented by Mrs. María Teresa Sáez Ponte, and "Vilas Advisory Group, S.L.", represented by Mr. José María Vilas Aventín. A curricular review of the new directors is attached.

As indicated in the individual and consolidated annual accounts, with the aim of re- establishing the equity balance of the dominant company, the directors of the same have agreed to propose to their shareholders, for their approval in proper time and form, the implementation of a reduction of share capital, by reducing the nominal value of each and every one of the shares that make up the capital of the dominant company. According to the agreement adopted by the Directors, the proposed reduction will be between a minimum amount of EUR 300 million and a maximum amount of EUR 323 million, which would mean that the resulting nominal value per share would be between

€0.12 and €0.10, respectively. It is envisaged that in the General Shareholders' Meeting to be held between 29 May and 6 June 2017, this reduction of capital will be approved, to compensate for the negative results of previous periods and, where appropriate, for the establishment of a reserve of the type provided for in article 335 (c) of the consolidated text of the Capital Companies Act. Once this measure has been carried out, Deoleo, S.A. will have overcome the situation considered in article 363 of the aforementioned consolidated text as grounds for dissolution.

Finally, the Chairwoman has informed the Board of Directors of the concern among minority shareholders and expressed by their representatives regarding a hypothetical exclusion of the negotiation of Deoleo shares from the Spanish stock exchanges. In view of the rumours in relation to this issue and in order to mitigate possible detrimental effects to the share value derived therefrom, the board of Directors has analysed the

terms and conditions contained in the explanatory leaflet of the Deoleo, S.A. share takeover dated 18 November 2014, according to the version issued following the supplement of 12 December 2014, concluding that the exceptional assumptions envisaged therein to proceed with the exclusion of the negotiation in the framework of the takeover proposal launched by CVC have not been fulfilled, to the extent that these assumptions referred to (i) the case where as a result of the takeover proposal for all of the securities the Bidder possesses securities representing at least the 90 percent of the capital that confers voting rights and the offer has been accepted by securities holders representing at least 90% of the voting rights, other than those already under the control of the bidder or (ii) the case where as a result of the takeover, the negotiation of the shares had no liquidity. Therefore, it is not possible to promote the exclusion of Deoleo shares from stock exchange listing. Having analysed this issue, the proprietary directors nominated on the proposal of CVC stated that the majority shareholder does not intend to promote the exclusion of Deoleo shares from stock exchange listing.

And for all due purposes, the present Material Fact is reported, in the place and on the date indicated below.

In Madrid, 3 April 2017.

Rosalía Portela de Pablo

Chairwoman of the Board of Directors JOSÉ LÓPEZ VARGAS

Senior management with 37 years of experience as general Manager and operational practice in the Fast Moving Consumer Goods (FMCG) industry. He studied mechanical engineering and began as a project engineer at Nestlé in Switzerland, progressively climbing to positions of greater scope and responsibility even in different countries before undertaking responsibility for the manufacturing, supply chain and export as Executive Director of Operations for the Oceania region in 1996. He was CEO in Malaysia and Singapore, Chairman of Nestlé in Japan, and from 2007 to 2015 he has been Nestlé's world Vice-chairman of Operations.

He was the Head of Manufacturing in a total of 440 factories in 86 countries; in charge of the supply chain including customer service and logistics at 1,300 warehouses/transhipment points, in charge of the direct and indirect supply of raw materials and services valued at CHF 60 billion annually, head of quality, safety and health, sustainability, agricultural services and engineering. Until 2014 he was also responsible for the group's IT and has always been concerned about continuous improvement. Concerned about academic training, he is a former IMD student. He is a member of the Institute for

Leadership in Sustainability at the University of Cambridge, Trustee of the San Telmo Foundation, executive resident of IMD in Lausanne, member of the Advisory Council for the creation of shared value at Nestlé, member of the Environmental Sustainability Advisory Council at AstraZeneca and at some other companies such as AT Kearney, Restalia and Constantia.

ÁNGEL RODRÍGUEZ DE GRACIA

Degree in Business studies from the Complutense University, he has more than 40 years of experience in the financial sector. He began his professional career at Arthur Andersen as the Manager of the Financial Institutions Division to later take management positions at Finamersa Entidad de Financiación, S.A., and Caja General de Ahorros de Granada, before joining Unicaja in 1992.

From then until now, he has held different management positions at Unicaja: Director of operating systems and control, Director of planning and commercial development, Director of retail banking and network at Unicaja and Deputy Director of investment banking. Since January 2017 he has been the Director General of Asset Recovery, Non- Core business and investees at this same entity.

He is also part of the Board of Directors of the following entities among others: Alteria Corporación Unicaja, S.L., Caja Granada Vida Compañía de Seguros y Reaseguros, S.A., Unicaja Gestión de Activos Inmobiliarios, S.A.U., Uniwindet, S.L., Muelle Uno- Puerto de Málaga, S.A., and Banco Ceiss, S.A.