A N N U A L R E P O R T A N D A C C O U N T S - CMVM

Corporate Governance Report - 2008
III.4. Possible restrictions to shares’ transferability, such
as consent clauses for disposal or limitations to
ownership of shares.
There are no restrictions to shares’ transferability, such as
consent clauses for disposal or limitations to ownership of
shares.
III.5. Shareholders Agreements known to the company and
that may lead to restrictions as far as the transfers of
securities or voting rights are concerned.
The Company is not aware of any shareholders’ agreements,
namely those which may lead to restrictions, as far as the
transfers of securities or voting rights are concerned.
III.6. Rules applying to the changes of By-Laws.
There are no applicable specific rules for the eventual changes
of the Company’s By-Laws. The general system provided for in
the Commercial Companies Code especially applies to the
provisions included in its articles 85, 383, nr. 2 and 386.
a) Issue of shares or other securities producing the right
to subscribe or purchase shares;
b) Results disclosing;
c) Dividend distribution according to category of shares
indicating the net value per share.
“TEIXEIRA DUARTE - Engenharia e Construções, S.A.”
securities reported a 71.4% devaluation dropping from 2.09€
on 31 st December 2007 to 0.60€ at the end of 2008. Although
they have reached the minimum of 0.58€ in November 2008,
they have followed-up the market trend, reaching the price of
0.70€ at the date of signature of this report.
The graph below shows the evolution of the shares’ prices
throughout the year, pointing out the dates when the results
were disclosed, as well as the moment from when the
dividends regarding the fiscal year of 2007, amounting to the
net value of 0.018€ per share, were paid.
Stock Exchange Quotation
of Teixeira Duarte - Engenharia e Construções, S.A. Shares
III.7. Control mechanisms provided for in a possible
system where the employees have a holding on the capital
in so far as the voting rights are not exercised directly by
them.
There is no system in place where the employees have a
holding in the company’s capital, therefore there is no reason
for any control mechanisms in so far as the voting rights are
not exercised directly by them.
III.8. Description of the evolution of the issuer’s shares’
prices, taking into consideration, namely:
As for liquidity, 43% more shares were traded during the year
against 2007, amounting to 455,658,778, corresponding to a
global of 553,987,567 Euro, representing a 37% reduction of
its value against the same period the previous year.
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