A N N U A L R E P O R T A N D A C C O U N T S - CMVM
A N N U A L R E P O R T A N D A C C O U N T S - CMVM
A N N U A L R E P O R T A N D A C C O U N T S - CMVM
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Corporate Governance Report - 2008<br />
II.3.3<br />
Recommendation Adoption Remission<br />
The Chairman of the Executive Board of Directors should send the summons and the minutes of respective Not II.1<br />
meetings to Chairman of the General and Supervisory Council and to the Chairman of the Financial Issues applicable<br />
Committee.<br />
II.4.1<br />
The General and Supervisory Council, in addition to fulfilling the allocated supervision competences, should also<br />
carry out the counselling, monitoring and continuous assessment of the company’s management by the<br />
Executive Management Council. The issues on which the General and Supervisory Council should give their<br />
opinion include:<br />
Not<br />
applicable<br />
II.1<br />
i) define the company’s general strategy and policies;<br />
ii) the group’s corporate structure; and<br />
iii) decisions that should be considered strategic due to the amount, risk and special characteristics.<br />
II.4.2<br />
The Annual reports on the activity developed by the General and Supervisory Council, the Financial Issues<br />
Committee, the Audit Committee and the Supervisory Board should be the object of disclosure in the<br />
company’s Website, together with the documents of account submitted.<br />
Yes<br />
CHAPTER III<br />
II.4.3<br />
The Annual Reports on the activity developed by the General and Supervisory Council, the Financial Issues<br />
Committee, the Audit Committee and the Supervisory Board should include the description of the developed<br />
supervisory activity, namely, eventually, any constraints found.<br />
Yes<br />
CHAPTER III<br />
II.4.4<br />
The Financial Issues Committee, the Audit Committee and the Supervisory Board, according to the applicable<br />
model, should represent the company, for all purposes, before the external auditor, being responsible, namely,<br />
for proposing the supplier of those services and respective remuneration, making sure that the adequate<br />
conditions for the supply of those services are provided within the company, as well as being the company’s<br />
interlocutor and the first addressee of the respective reports.<br />
No<br />
II.4.5<br />
The Financial Issues Committee, the Audit Committee and the Supervisory Board, according to the applicable<br />
model, should assess the external auditor, on an annual basis and propose his/her compulsory resignation to<br />
the General Meeting always when there is justified reason.<br />
No<br />
II.5.1.<br />
Unless due to the reduced size of the company, the Board of Directors and the General and Supervisory<br />
Council, according to the model adopted, must create the Committees deemed necessary in order to:<br />
No<br />
II.2<br />
i) ensure a competent and independent appraisal of the executive directors’ performance and the appraisal of<br />
their own global performance, as well as of the different existing Committees;<br />
CHAPTER II<br />
ii) reflect upon the adopted governance system, verify its effectiveness and propose execution measures to the<br />
competent bodies, with the purpose of improving it.<br />
II.5.2<br />
The members of the Remunerations Committee or its equivalent should be independent in relation to the<br />
members of the managing board.<br />
No<br />
II.19<br />
II.5.3 All commissions should prepare minutes of any held meetings. Yes II.19<br />
III.1.2<br />
The companies should ensure a permanent contact with the market, observing the shareholders’ equality<br />
principle and preventing asymmetries in the access to the information on the part of the investors. For that<br />
purpose, the company should keep an Investor Support Office.<br />
Yes<br />
CHAPTER III<br />
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