Ibersol • Annual Report and Consolidated Accounts 2014 - page 118

118
28. Executive Committee.
Dr. António Alberto Guerra Leal Teixeira;
Dr. António Carlos Vaz Pinto de Sousa
29. Competence of each committee created
and synthesisof activities in exercise of those
competence.
Ibersol, SGPS, SA has a Board of Directors made up of
three members: a Chairman, a Vice-Chairman and a
Director.
Two of the members perform executive functions and
form an Executive Committee, which was elected and
has powers delegated to it by the Board of Directors un-
der the terms of art. 8.4 of the Bylaws of the Company.
The third director performs non-executive functions.
The executive committee coordinates the opera-
tions of the functional units and the company’s vari-
ous businesses, meeting with the senior managers
of these units and businesses on a regular basis. The
decisions taken by the functional and business man-
agers, which must respect the overall guidelines, are
taken under powers delegated by the Executive Com-
mittee and are coordinated in committee meetings.
The powers delegated to the Executive Committee are
as follows:
d) Exercise full powers of decision making, manage-
ment and monitoring of the Company’s activity at
a strategic level, within the legal limits of art. 407.4
of the CSC.
e) Develop, plan and schedule the actions of the gov-
erning body, in the Company’s internal and external
plan for the year, so as to achieve the corporate ob-
jectives in accordance with the Company’s mission,
in particular assisting the Board of Directors in the
proper verification of the instruments of supervi-
sion of the economic and financial situation and in
the exercise of the function of control of the compa-
nies belonging to the Ibersol Group.
f) The Executive Committee is also responsible for as-
sisting the Board of Directors in the updating of its
structures of advice and functional support; in over-
seeing the procedures of the companies belonging
to the Ibersol Group, in line with the changing needs
of the business, defining the profiles and character-
istics of their strategic partners, customers, workers,
employees and other agents; and in the conduct of
the Group’s relationships with its environment, ac-
quiring, disposing and encumbering movable prop-
erty and establishing or terminating cooperation
agreements with other companies.
The Executive Committee meets monthly and when-
ever called by the Chairman. Apart from the regular
contacts established between the members of the Ex-
ecutive Committee in the periods between meetings,
a total of 24 meetings were held during 2014.
The members of the Executive Committee provide the
information requested by other members of the cor-
porate governing bodies in a timely manner.
III. SUPERVISION
a) Composition
30. Identification of the Fiscal Board.
Under the adopted model, the Company is audited
by the Audit Committee and the Statutory Auditor or
a statutory audit firm, who are not members of the Au-
dit Committee. The Audit Committee and the Statu-
tory Auditor are both elected by the General Meeting
of shareholders.
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