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Annual Report 2010 - CMVM

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Corporate Governance <strong>Report</strong> <strong>2010</strong>TD-EC, that is, of all the 420,000,000 shares representing its share capital.Subsequently, on 23 December <strong>2010</strong>, TD,SA deliberated the increase of its share capital of EUR 406,360,199 to EUR 420,000,000.To summarise:a. TD,SA acquired 100% of the share capital of TD-EC and replaced this entity as the leading listed Company of the TEIXEIRA DUARTE Group;b. TD,SA currently has a share capital of EUR 420,000,000 represented by 420,000,000 shares with the nominal value of EUR 1.00 each, allof which are tradable on the regulated market of Euronext Lisbon.In view of the above and taking into account that TD,SA is bound only by the duties arising from the fact that its shares have been listed fortrading on regulated markets since August of last year, - namely compliance with various recommendations on good practices of corporategovernance such as the disclosure of a report on this matter -, there is as yet little reportable information and, therefore, for certain situationsit was deemed more appropriate to report facts and data relative to the company which had previously been the leading listed entity of theTEIXEIRA DUARTE Group, TD-EC.STRUCTURE AND ORGANISATION OF THE REPORT:TD,SA has organised this <strong>Report</strong> in accordance with the model presented in the Annex to <strong>CMVM</strong> Regulation number 1/<strong>2010</strong>, and, throughsuggestion of the <strong>CMVM</strong>, has included in Chapter 0 a table describing all of the 54 Recommendations in the Corporate Governance Code issuedby this regulating entity, indicating therein which ones have been adopted or not by the Company and also including reference to the pointsof this text where such matters are addressed or the reason for their non-adoption are explained.The objectives of these options concerning the structure and inclusion of this table right at the beginning of the text are not only the rigorouscompliance with the new rules applicable as of this year, but also our interest in following-up the intention expressed by the <strong>CMVM</strong> of thestandardisation of these <strong>Report</strong>s and their easier analysis and consultation by the Market.CHAPTER 0Compliance Statement0.1. Indication of the location where the texts on corporate governance codes to which the issuer is subject and, if applicable,those which it has voluntarily chosen to subject itself, are available to the public.Apart from the applicable rules and regulations, namely the Commercial Companies Code, the Securities Market Code and Regulations ofthe <strong>CMVM</strong>, especially Regulation number 1/<strong>2010</strong>, TD,SA has chosen not adopt any Corporate Governance Code other than that issued by the<strong>CMVM</strong> on January <strong>2010</strong>, which is available for consultation at www.cmvm.pt.0.2. List of the recommendations, adopted and not adopted, presented in the Corporate Governance Code of the <strong>CMVM</strong>61

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