Corporate Governance Report
9. Board of Directors qualification due to share capital increase
Under article 4.2 of the Company’s Bylaws the share capital may be increased to one hundred
million euros in one or more increases by resolution of the Board of Directors, which shall
determine the manner, conditions of subscription and categories of shares to be issued from
among those provided for in the articles of association or such others as may be permitted
by law. However, this statutory provision is not actually applicable face to the expiration of
the five-year period established in Article 456 (2) (b) of the Companies Code – but the general
meeting can at any time to resolve upon the renewal of those Board of Directors powers under
the prevision of the article 456 (4) of the same Code.
10. Related parties significant transactions
No material business or transactions were conducted between the Company and holders of
qualifying shareholdings.
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 2016, and as a result of elections held in the Annual General Meeting held on May
6th 2013, the composition of the Board of the General Meeting was as follows:
Chairwoman of the Board – Alice da Assunção Castanho Amado;
Vice-Chairwoman – Anabela Nogueira de Matos;
Secretary – 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 limitations on the exercise of the vote
depending on ownership of a certain number or percentage of shares, given that, under the
terms of article 21 of the Bylaws, each share carries one vote.
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