Annual Report and Consolidated Account
014
117
b) Functioning
22. Location where the regulations governing
the functioning of the Board of Directors can
be found.
The Regulations of the Board of Directors may be
consulted on the Company’s website:
.
23. Number of meetings held and attendance
level of each member, as applicable, of the
Board of Directors.
The by-laws of the Company stipulate that the Board
of Directors shall meet at least quarterly and whene-
ver convened by the Chairman or two of its members.
During 2014 the Board met ten times and the rate of
attendance was 100% for the executive director An-
tónio Alberto Guerra Leal Teixeira, and 90% for the
executive director António Carlos Vaz Pinto Sousa,
and 100% for the non-executive director Juan Carlos
Vázquez-Dodero.
Meetings of the Board of Directors are arranged and
prepared in advance and the necessary documenta-
tion of the points on the agenda is made available in
good time.
24. Competent Bodies of the Company to
appraise the performance of executive directors.
The Remuneration Committee is the body responsi-
ble, in representation of the shareholders, for asses-
sing the performance and approving the remune-
ration of the members of the Board of Directors and
other bodies in accordance with the remuneration po-
licy approved by the shareholders in General Meeting.
25. Predetermined criteria for evaluating the
performance of executive directors.
The remuneration of the executive members of the
Board of Directors does not include any variable com-
ponent and is conducted through a service agreement
with ATPS-SGPS, SA. There are no pre-determined cri-
teria for this purpose.
26. Availability of each member of the Board of
Directors indicating the positions held simultane-
ously in other companies inside and outside the
group, and other relevant activities by members
of these bodies during the financial year.
The professional activity of the current members of the
Board of Directors is described in point 19 above.
c) Committees within the board of directors
and delegates;
27. Identification of committees created within
the Board of Directors and where can be found
the Regulations on the functioning.
The Executive Committee is the only committee of the
Board of Directors and the Regulations of the Board
of Directors may be consulted on the website www.
ibersol.pt.
The board of directors and the executive committee
that integrates the board ensure that the company
develops its activity in order to comply with the statu-
tory purposes, not delegating the competence for the
definition of the strategy and company management
policies, centralizing the definition of the structure bu-
siness of the group, taking charge and in it’s exclusive
competence of all relevant strategic decisions, either
by it’s value, it’s potential degree of risk involved, ei-
ther by it’s specific characterization.