IBERSOL | Annual Report 2020
CORPORATE GOVERNANCE REPORT II. MANAGEMENT AND SUPERVISION a) Composition Board of Directors Chairman – Dr. António Carlos Vaz Pinto de Sousa; Vice-Chairman – Dr. António Alberto Guerra Leal Teixeira; Member – Professor Doutor Juan Carlos Vázquez-Dodero de Bonifaz; Conselho Fiscal Chairman – Dr. Carlos Alberto Alves Lourenço; Vice-Chairman – Dr. a Maria José Martins Lourenço da Fonseca; Member – Dr. Eduardo Moutinho Ferreira Santos; Substitute – Dr. Arlindo Dias Duarte Silva; Statutory Auditor - KPMG & Associados – Sociedade de Revisores Oficiais de Contas SA.; 15. Identification of model of governance adopted The Company adopts a classical monist model of governance, composed by Board of Directors and Statutory Audit Committee, the Statutory Au- ditor having been appointed by the General Meeting. The Board of Di- rectors is responsible for performing all the administration acts related with the corporate object, determining the Company’s strategic guide- lines, and appointing and overseeing the work of the Executive Commit- tee, no specialized committees having been formed by the Board. The Executive Committee coordinates the operations of the functional units and the Company’s various businesses, meeting with the senior managers of these units and businesses on regular basis. The Statutory Audit Committee is responsible for auditing the Company’s activity in accordance with the law and the Company’s by-laws. The diversity and consolidated professional experience of the Board of Director’s Members and of the Statutory Audit Committee Member’s are described respectively in the following points 19. and 33. 16. Statutory rules for procedural and material requirements applicable to appointment and replacement of members of the Board of Directors The rules on the procedural and material requirements applicable to the appointment and replacement of members of the Board of Directors are stated in Articles 8, 9, 10 and 15 of the by-laws. The Board of Directors is composed of an even or uneven number of 224
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