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Corporate Governance Report
I.18. Information upon the General’s Meeting
intervention on the approval of the main
characteristic of the retirement benefits that
board of directors members, supervisory
and other directors may benefit, within the
meaning of paragraph 3 of Article 248 B of
the Securities Code
There was not raised, submitted or accepted any
proposal or resolution in the general meeting in
the sense and/or the content displayed.
I.19. Existence of a statutory rule which
provides for the duty to impose at least
every five years, the resolution of the
general assembly, maintenance and removal
of statutory rule which provides for limiting
the number of votes capable of holding or
exercise by a single shareholder individually
or in concert with other shareholders
There is no statutory rule in the mentioned
sense.
I.20. Indication of the defensive measures
that are intended to immediately instigate
asset erosion in cases such as changes in the
control or to the composition of the Board of
Directors
There are no defensivemeasures in theCompany
whose effect would be to automatically cause a
serious erosion of the Company’s assets in case
of change of control, or change of composition
of the Board of Directors, at any terms or
conditions – so, by nature, it involves the non
existence of eventual measures that will operate
in a previous moment to a potential takeover
bid. There are no voting caps or shareholders
agreements, or any other kind of measures or
means that will limit, in any way, the transfer
of shares.
I.21. Main agreements in which the company
is part of that will come into force, if
changed or ended in cases such as a change
in company’s control, as well as related
outcome, unless that disclosure measure,
by it’s nature, is highly damaging to the
company, except the company is specifically
obliged to disclose such information by force
of legal imperatives
Franchise Contracts exist in the Company
concerning concession of the operation, under
licence, of international foodservice brands
in which Ibersol, SGPS, SA., figures as an
accessory and warrant party for the respective
compliance, figuring the subsidiaries companies
a main party of those same contracts. They set
some limits on the change of control in Ibersol,
SGPS, SA., holding, as well as in companies with
a dominant position over Ibersol, SGPS, SA.
Such limits, subject to the necessary conditions
of reasonability and contractual balance,
basically consist of the duty of prior notice and/