97
ANNUAL REPORT AND CONSOLIDATED ACCOUNTS 2013
B. GOVERNING BODIES AND COMMITTEES
I. General Meeting
a) Board of the Shareholders’ General Meeting
11. Name, function and mandate of the General
Meeting Boards member
Throughout 2013, and as a result of elections held in
the Annual General Meeting held on 6 May 2013, the
composition of the Board of the General Meeting was
as follows:
Chairwoman of the Board –
Dr.ª Alice da Assunção
Castanho Amado;
Vice-Chairwoman –
Dr.ª Anabela Nogueira de Matos;
Secretary –
Dr.ª Maria Leonor Moreira Pires
Cabral Campello;
These members are elected for a four-year term, from
2013 to 2016.
b) Exercise of the voting rights
12. Possible restrictions on voting rights
There are no restrictions on voting rights, such as limi-
tations on the exercise of the vote depending on owner-
ship of a certain number or percentage of shares, given
that, under the terms of article 21 of the Bylaws, each
share carries one vote.
According to article 23 of the Bylaws of the Company,
for the General Meeting to be able to meet and delib-
erate on first call, shareholders of shares represent-
ing more than fifty per cent of the share capital must
be present in person or by proxy. According to article
21.1 and 21.2 of the Bylaws, each share carries one
vote and resolutions of the General Meeting shall be
adopted by simple majority, unless the law requires
otherwise.
Article 22.3-11 of the Company’s Bylaws contain rules
on the exercise of voting rights by post, there being
no restriction on postal voting. The company provides
postal voting forms and informs of the necessary proce-
dures to exercise this right. The form is available on the
company’s website at
. Under article 22.4
of the Bylaws, postal votes may be received up to three
days before the date of the General Meeting.
13. Maximum percentage of voting rights that
may be exercised by a single shareholder or
shareholders which have with the Company any
relations of n.º 1 of Art. 20.º
There is no indication of the maximum percentage of
voting rights that may be exercised by any one share-
holder or by shareholders who are in any of the situa-
tions described in said rule.
14. Resolutions which only may be taken
by qualified majority
Shareholder resolutions are not subjust, under the By-
laws, to qualified majorities, unless such a requirement
is imposed by law. Thus, unless the law provides other-
wise, resolutions of the General Meeting shall be adopt-
ed by simply majority (art. 21.2 of the Bylaws);
