business plan for 2004 - EDP
business plan for 2004 - EDP
business plan for 2004 - EDP
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2003 - Annual Report - <strong>EDP</strong><br />
comprising three shareholders elected by the General<br />
Meeting in accordance with the articles of association.<br />
The current members of the Remuneration committee<br />
are:<br />
• Brisa, represented by Vasco Maria Guimarães José<br />
de Mello;<br />
• Parpública, represented by João Plácido Pires; and<br />
• Ruy Manuel Corte-Real de Albuquerque.<br />
No member of this committee holds a position on the<br />
<strong>EDP</strong> Board of Directors, nor are they spouse or direct<br />
relative to the 3rd degree of any <strong>EDP</strong> director.<br />
The composition of the Remuneration Committee has<br />
due regard <strong>for</strong> the independence criteria established by<br />
the CMVM.<br />
Under the terms of <strong>EDP</strong>’s articles of association, the<br />
Remuneration Committee is charged with fixing the<br />
remuneration of the directors and of any benefits, such<br />
as retirement or disability pensions, as well as the<br />
remuneration of the other corporate officers.<br />
>> 1.10 Auditors<br />
The Audit Committee has reviewed the Group’s<br />
financial in<strong>for</strong>mation reporting process in the name of<br />
the Board of Directors. The management bodies are<br />
responsible <strong>for</strong> the production and reporting of the<br />
financial statements, and <strong>for</strong> the systems of internal<br />
control that underpin them.<br />
The Internal Audit Office, which reports to the chairman<br />
of the Executive Committee, is responsible <strong>for</strong> checking<br />
the consistency of the internal control systems,<br />
particularly with regard to protection of assets, the<br />
scope and accuracy of the operational and financial<br />
in<strong>for</strong>mation, and compliance with the <strong>EDP</strong> Group’s<br />
guidelines.<br />
The independent auditors – PricewaterhouseCoopers –<br />
are responsible <strong>for</strong> expressing their opinion on the<br />
con<strong>for</strong>mity of the audited financial statements with<br />
international accounting standards and with Portuguese<br />
law. The Audit Committee is responsible <strong>for</strong> monitoring<br />
these activities and <strong>for</strong> drawing up recommendations<br />
within the scope of the process of preparation of the<br />
financial in<strong>for</strong>mation.<br />
Having discussed with the Board of Directors and with<br />
the independent auditors the relevant matters concerning<br />
the financial statements, the Audit Committee<br />
recommended to the Board of Directors, which<br />
approved the recommendation, the inclusion of the<br />
audited financial statements in this 2003 Report &<br />
Accounts.<br />
Mandate of the Independent Auditors<br />
PricewaterhouseCoopers has been the firm of auditors<br />
of the <strong>EDP</strong> , S.A. since 1999. Costs related to auditing<br />
services, other auditing services and tax services are, in<br />
Euros, as follows:<br />
PwC<br />
Other Auditors<br />
Total<br />
Audit and legal<br />
certification of<br />
accounts<br />
600 031<br />
551 260<br />
1 211 291<br />
Other<br />
auditing<br />
services<br />
548 102<br />
255 000<br />
803 102<br />
Tax<br />
services<br />
The auditing detailed in the <strong>for</strong>egoing table correspond<br />
to necessary audit work required to issue an opinion on<br />
individual and consolidated financial statements of the<br />
parent company and its subsidiaries on Portugal and<br />
overseas. These services do not include services to<br />
associated companies nor jointly controlled companies.<br />
PwC’s other auditing services include auditing services<br />
on non-recurrent transactions, namely valuation of fair<br />
values in Spain and Brazil, on the implementation of<br />
new accounting policies, on the review of the internal<br />
control systems, consents and com<strong>for</strong>t letters, and other<br />
services within the scope of the requirements of the<br />
CMVM (Portugal) and of the Securities and Exchange<br />
Commission (United States).<br />
Other auditing services provided by the independent<br />
auditors include work per<strong>for</strong>med by Delloitte & Touche<br />
in Brazil related to the valuation of fair values of Escelsa<br />
and Enersul.<br />
The tax services concern the tax consultancy services<br />
provided by KPMG, in Portugal, in the amount of<br />
121 000 Euros and by Delloitte & Touche in Brazil.<br />
_<br />
130 732<br />
130 732<br />
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