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Annual Report 2010 - CMVM

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Corporate Governance <strong>Report</strong> <strong>2010</strong>There are no measures with a view to preventing any public takeover bids, and, furthermore, the Article of Association do not establish anylimit to the number of votes which can be held or exercised by a single shareholder, individually or in a concerted manner with other shareholdersI.9. Existence of statutory rules on the exercise of the right to vote by correspondence.The Articles of Association establish that shareholders with voting rights who intend to exercise them by correspondence, apart from complyingwith all the conditions and periods of time referred to above in order to demonstrate this capacity, should send a letter addressed to theChairman of the Board of the General Meeting and which must be received at the head office within the period of time stipulated in the callnotice, expressing therein their intention to exercise this right and indicating their identification, domicile and number of shares owned, whichwill be confirmed through the information certified by the financial institution where these shares are registered, where the latter will prevail.This letter should also contain the authenticated signature of the shareholder or person binding the former, or in the case of natural persons,accompanied by a legible photocopy of the shareholder's Identity Card or equivalent document.Together with the abovementioned letter, the shareholders should include, in closed envelopes, their voting statements regarding each of thepoints of the Agenda, in a clear and unambiguous manner, followed by the their signature, in a manner identical to that in the cover letter.The envelopes should be marked with the following: "Contains voting statement on point number (indication of the respective number) ofthe Agenda".For the execution of the procedures indicated above, the Company provides drafts of the letter and voting ballot on its website and at its headoffice.The envelopes containing the voting statements cast under the terms described above will be opened and considered by the Chairman of theBoard of the General Meeting at the time of the voting on each point of the Agenda, where any votes included in statements which are notaccepted will be counted as not cast.Votes by correspondence are counted as negative in relation to proposals for deliberation presented after they have been cast.The presence or representation at the General Meeting of any shareholder who has exercised the right to vote by correspondence determinesthe revocation of votes expressed in this manner previously.The authenticity of voting by correspondence, its confidentiality up to the time of voting and respective processing will be ensured by theChairman of the Board of the General Meeting.Independently of the means chosen for this effect, whether in the text of the call notices for the General Meetings, or in the prior informationprovided for this purpose, the terms and conditions for the exercise of voting rights are always clearly and completely explained, includingvoting by correspondence.I.10. Provision of a model for the exercise of the right to vote by correspondence.For the exercise of the right to vote by correspondence and for the good execution of the procedures indicated above, the Company provides73

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