IBERSOL | Annual Report 2020

ANNUAL REPORT 2020 members, with a minimum of three and a maximum of nine, elected by the General Meeting. Several substitutes equal to one-third of the number of effective directors may also be elected. Up to one-third of the directors shall be elected from among persons proposed in lists subscribed by shareholder groups holding shares representing no more than 20% and no less than 10% of the share capital. Each list must propose at least two candidates for each post to be filled and a shareholder may not subscribe more than one list. If, in an isolated election, lists are presented by more than one group, the vote will decide on all the lists taken together. In the event of death, resignation or temporary or permanent disability of a director, the Board of Directors shall arrange for a replacement. Where a director elected under the rules set forth in the preceding paragraph is no longer and available, a replacement shall be elected by the General Meeting. 17. Composition of the Board of Directors The Board of Directors is currently composed of three members, the executive members being the Chairman and the Vice-Chairman. The Board of Directors shall choose its own chairman if this one has not been appointed by the General Meeting. The Board of Directors may specifically appoint one or more directors to handle certain matters. On 31 December 2020, the Board of Directors was composed by the follow- ing members: 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; All the members were elected by General Meeting on 26 May 2017 for a mandate with term at 31 December 2020, but these members will be in exercise until a new election of the members of the Board of Directors by the next General Meeting. It should be noted that the last electoral act of this corporate body occurred at the general meeting of May 26, 2017, without the validity of the current Code of Corporate Governance of 2018, issued by the Portuguese Institute of Corporate Governance (IPCG). It should also be noted that the requirement of a gender-balanced composition of the governing bodies, in accordance with the quota system, has only been verified to be directly applicable to general election assemblies that have taken place after 1 January 2018. This Company shall observe these gender quotas at the time of a new electoral act or at the time of 225