Annual Report 2010 - CMVM

Corporate Governance Report 2010It was purely in this context that, during the meeting of 26 July, the work of the Annual General Meeting was suspended, where the onlyoutstanding subject of the Agenda was not even assessed.In this way, in both sessions of the Annual General Meeting where deliberations were taken, at least two members of the Remuneration Committeewere present, and in the General Meeting of 23 December all three members of this Committee were once again present.I.16. Information on the intervention of the General Meeting relative to the company's remuneration policy and assessmentof the performance of the management board members and other senior managers.The intervention of the General Meeting relative to the company's remuneration policy and assessment of the performance of the membersof the governing bodies and other senior managers (when applicable) is conducted, in the first place, through the analysis and approval ofthe documents presenting the accounts at the Annual General Meeting and through the general assessment of the management, under theterms and with the effect established in the combined provisions of articles 376 and 455 of the Commercial Companies Code, carried outevery year at the meeting of shareholders, as well as through the election of its members and selection and appointment of the members ofthe Remuneration Committee which, in accordance with its assessment of performance and other criteria described below, establishes theremuneration of each member of the Governing Bodies, including the Board of Directors.Furthermore, the General Meeting also performs the key role of being responsible for the approval of the remuneration policy statement whichshould be followed and disclosed annually in the Corporate Governance Report, submitted for the assessment of the shareholders.In 2010, the Remuneration Committee did not submit the remuneration policy statement for the assessment of the shareholders, relative tothe Company's senior managers, in observance of number 3 of article 248-B of the Securities Market Code, because, on that date, the Companywas not yet bound to such duties and since the members of the Board of Directors did not receive any remuneration for the performanceof their duties.However, it should be noted that the statement, issued by the Remuneration Committee of TD-EC, at that time the leading listed companyof the Group, on the policy of the remuneration of the Management and Supervisory Bodies was approved at the General Meeting of thatcompany, on 27 May 2010, with 99.71% of the votes in favour, 0.01% of abstentions and 0.29% of the votes against.I.17. Information on the intervention of the General Meeting regarding the proposal of plans to attribute shares and/orshare purchase options, or based on variations in the price of the shares, to members of the management and supervisorybodies and other senior managers, in observance of number 3 of article 248-B of the Securities Market Code, as well as onthe elements presented at the General Meeting with a view to the proper assessment of these plans.There are no plans to attribute shares, and/or share purchase options or based on variations in the price of the shares.Consequently, there is no intervention of the General Meeting on this matter.76