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Corporate Governance Report
having received from the affiliated company Ibersol,
Restauração, SA., for the rendered services, the
amount of 756,034,00
€
in 2011. Among the
ATPS - Sociedade Gestora de Participações Sociais,
SA. obligations and under the contract terms with
Ibersol, Restauração, SA. it is included the obligation
of assuring that the Company´s Board of Director’s
members, António Carlos Vaz Pinto de Sousa e
António Alberto Guerra Leal Teixeira perform their
functions without any further costs for the company.
The Company does not allow, directly, any payment
to its executive board of Director´s members. Being
ATPS – Sociedade Gestora de Participações Sociais,
SA. held, in equal shares, by the board of directors
members António Carlos Vaz Pinto de Sousa e
António Alberto Guerra Leal Teixeira, from the
mentioned amount of 756,034,00
€
in 2011, it will
correspond to each one of those board of director’s
members the amount of 378,017,00
€
. The board
of executive directors members do not allow any
remuneration from other companies of the Group,
neither have pension rights earned in the year in
question.
The non-executivemember of the board obtained an
annual fixed remuneration of 6,000
€
, and he has not
been allowed with any other remunerations, at any
title, namely performance bonuses, bonuses, or any
additional performance fees, pension supplements
and / or any additional payments to the annual
amount of 6,000
€
which have been provided by
the company. Remuneration of Supervisory Board
members, overall the year 2011 were as follows:
President: - 8,785,92
€
, Vice-President: - 8,785,92
€
,
Member: - 8,785,92
€
. SROC: – 32,000,00
€
.
The Compensation Committee is independent of the
Board, being responsible for the submission to the
General Assembly annual remuneration policy of the
company.
II.32. Information on how remuneration is
structured to allow the alignment of interests of
members of the boardwith the delay term interests
of society aswell as onhow it is based on evaluation
of performance and discourage the excessive risk
taking.
TheremunerationpolicyofDirectors is theresponsibility
of the Remuneration Committee, which will submit to
the approval of shareholders of the Company at the
Annual General Meeting of 2012, as stated in the
Annex I.
The general principles of the policy of remuneration
of the Supervisory Board and the General Assembly
Board are as follows:
a) Duties performed
Regarding the duties performed by each office-
-holder in the aforementioned governing bodies, and
bearing in mind the nature and activity effectively
exercised, as well as the incumbent responsibilities.
In the organic/functional sense they will not be in