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Corporate Governance Report
ANNEX II
BOARD OF DIRECTOR’S STATEMENT
UPON THE REMUNERATION POLICY OF
IBERSOL, SGPS, S.A. DIRECTORS
1. According to the competence established under ar-
ticle 11º of IBERSOL, SGPS, SA. Association Articles, the
Board of Directors has the responsibility to determine
the general remuneration policy and incentives for the
Company’s Directors positions and also, for all the ad-
ministrative and technician personnel.
2. Under the terms of number 3 of the article 248º-B Se-
curities Code, Directors are, besides Management and
Supervisory Bodies members, those who have regular
access to privileged information and take part in the
company’s decisions upon management and negotia-
tion strategy.
3. According to CMVM Recommendations upon pub-
licly listed companies’ corporate governance, and to
promote transparency, in order to comply with Recom-
mendations of Corporate Governance, the Board of Di-
rectors submits to this General Meeting this statement
with the guidelines observed to determine the men-
tioned remunerations, as follows:
a) The remuneration policy adopted for Ibersol’s Direc-
tors matches with the policy determined to generality
of the Company’s employees.
b) However, the Company’s Directors remuneration
contains a fix remuneration and, an eventual perfor-
mance bonus.
c) The evaluation of the performance quality and the
performance bonus are established according deter-
mined criteria previously defined by the Board of Di-
rectors.
d) Therefore, behaviour factors of each Director, name-
ly, specific competencies to the function, its level of
responsibility, ability to adjust to company’s manage-
ment and specific procedures, autonomy level of in-
dividual performance, will be attended to determine
an eventual performance bonus, being also consid-
ered the technical and/or the financial-economic per-
formance in the Directors’ business sector, as well as
the financial/economic performance of IBERSOL.
Oporto, 1
st
April 2013.
The Board of Directors.
