129
ANNUAL REPORT AND CONSOLIDATED ACCOUNTS 2013
III.5.
Members of the Board of Directors shall not
enter into contracts with the company of with third
parties which intend to mitigate the risk inherent to
remuneration variability set by the company.
Adopted
No such contracts exist.
Part I - Numbers 69. and 76.
of Annex I of this Corporate
Governance Report
III.6.
Executive board members shall mantain the
company’s share that were allotted by virtue of
variable remuneration schemes, up to twice the value
of the total annual remuneration, except for those
that need to be sold for paying taxes on the gains of
said shares, until the end of their mandate.
NA
No variable remuneration is
paid to executive directors.
Part I
Numbers 69. and 76.
of Annex I of this Corporate
Governance Report
III.7.
When the variable remuneration includes the
allocation of options, the beginning of the exercise
period shall be deferred for a period not less than
three years.
NA
Remuneration is paid to executive
directors. Part I Numbers 69. and
76. of Annex I of this Corporate
Governance Report.
III.8.
When the removal of board members is not due
to serious breach of their duties nor to their unfitness
for the normal exercise of their functions but is yet
do on inadequate performance, the company shall
be endowed with the adequate and necessary legal
instruments so that any damages or compensation,
beyond that wich is legally due, is unenforceable.
Adopted
In such situations the
legal rules are applied.
IV. AUDITING
IV.1.
The external auditor shall, within scope of its
duties, verify the implementation of remuneration
policies and systems of the corporate bodies as well
as the efficiency and effectiveness of the internal
control mechanisms and report any short comings to
the supervisory body of the company.
Adopted
The external auditor reports on
the audit work carried out during
the year in the annual audit
report.
IV.2.
The company or any entity with wich it
maintains a control relationship shall not engage the
external auditor or any entity with which it finds itself
in a group relationship or that incorporates the same
network, for services other than audit services. If
there are reasons for hiring such services - wich must
be approved by the Audit Committee and expained
in its Annual Report on Corporate Governance - said
should not exceed more than 30% of the total value
of services rendered to the company.
Adopted
Part I
Number 46
of Annex I of this
Corporate Governance
Report