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Corporate Governance Report
contained in section II.2.5 of the Government
Corporations Code (the latter with effect from
September 2007).
II.4. Reference to the fact that the annual
reports on the activities of the General Council
and Supervisory Board, the Commission for
financial matters, the Audit Committee and
the Audit Committee include a description of
the supervisory activity detected indicating any
constraints, and be subject to disclosure on
the website of the company, together with the
documents of accountability
The Report of the Supervisory Board includes a
description of the supervisory activity and, when
appropriate, it refers any constraints encountered,
which are disclosed on the website of the company,
together with the documents of accountability.
The Board of Directors declares that the corporate
governance model adopted is suitable to the proper
internal and external functioning of the Corporation.
The Board of Directors has a Executive Committee,
composed by two members, it convenes weekly
and evaluates the diverse affairs related with the
corporate managing of the society, also meeting
regularly with the non executive member,
sharing relevant and detailed information over
significant aspects of corporation’s life. The annual
Management Report describes the performed
non-Executive member activity. The Board of
Directors has no commission specialist support.
There’s no notice of any kind of embarrassment
or repair to the functioning of the corporate
governance, by any corporate body, attended the
accuracy and frequency which this information is
provided to. Minutes of the Executive Committee
and Remuneration Committee are prepared.
II.4.6. The Internal Audit Services and those who
ensure the compliance of the norms applied
to the company (compliance services) shall
functionally report to the Audit Committee, the
General and Supervisory Board or, in case of
companies that adopt the Latin model, to an
independent director or the Supervisory Board,
regardless the hierarchical relation that those
services have with the executive administration
of the company
The Company has not specifically internal audit
services with specific functional and direct report
to the Supervisory Board ( given the adopted Latin
model), and the mentioned compliance services
are provided by the respective departments of
the Company. Underlining that, organically and
functionally, the different directive departments of
the Company’s Group head directly the compliance
services nearby the Board of Directors and the
Statutory Audit Committee – namely whenever
requested by this last organ – these responsible
are dully identified on the company’s organization
chart in point II.3, and the respective performance
is detailed in point II.5.