Ibersol • Annual Report and Consolidated Accounts 2014 - page 137

Annual Report and Consolidated Account
s 2
014
137
RECOMMENDATIONS
(July 18
th
2013 Corporate Governance law in
)
Details of the
adoption of the
recommendation
I.4.
The company’s articles of association that provide for the restriction of the
number of votes that may be held of exercised by a sole shareholder, either indi-
vidually or in concert with other shareholders, shall also foresee for a resolution
by the general assembly (five year intervals), on whether that statutory provision
is to be amended or prevails - without super quorum requirements as to the one
legally in force - and that in said resolution, all votes issued be counted, without
applying said restriction.
Not Applicable
The Company’s articles
of association set no
limit to the number of
votes to be issued by a
shareholder.
I.5.
Measures that required payment or assumption of fees by the company
in the event of change of control or change in the composition of the Board
and that which appear likely to impair the free transfer of shares and free as-
sessment by shareholders of the performance of Board members, shall not be
adopted.
Adopted
No such measures have
been established or
adopted.
II. SUPERVISION, MANAGEMENT AND OVERSIGHT
II.1. SUPERVISION AND MANAGEMENT
II.1.1.
Within the limits established by law, and except for the small size of the
company, the board of directors shall delegate the daily management of the
company and said delegated powers shall be identified in the Annual Report
on Corporate Governance.
Adopted
Part I
Numbers 15., 16. and 17.
of this Corporate
Governance Report
II.1.2.
The Board of Directors shall ensure that the company acts in accord-
ance with its objectives and shall not delegate its responsibilities as regards
the following: i) define the strategy and general policies of the company; ii)
define business structure of the group; iii) decisions considered strategic due
to the amount, risk and particular characteristics involved.
Adopted
Part I
Numbers 21. to 29.
of this Corporate
Governance Report
II.1.3.
The General and Audit Committee, in addition to its supervisory duties
supervision, shall take full responsibility at corporate governance level, where-
by through the statutory provision or by equivalent means, shall enshrine the
requirement for this body to decide on the strategy and major policies of the
company, the definition of the corporate structure of the group and the deci-
sions that shall be considered strategic due to the amount of risk involved. This
body shall also assess compliance with the strategic plan and the implemen-
tation of key policies of the company.
Não aplicável
The corporate
governance model
adopted does not
include a General
Supervisory Board.
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