Trend of Key Indicators - Efacec
Trend of Key Indicators - Efacec
Trend of Key Indicators - Efacec
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General Shareholder’s Meeting<br />
The Chairman <strong>of</strong> the Board <strong>of</strong> the General Shareholders’ Meeting shall have the necessary human and logistical<br />
resources at his/her disposal. This effectively consist <strong>of</strong> the support <strong>of</strong> the legal and administrative services to<br />
prepare each General Shareholders’ Meeting, including all the associated logistics<br />
The General Shareholders’ Meeting is made up <strong>of</strong> Shareholders, who, fi ve days prior to the designated date <strong>of</strong> the<br />
meeting, can prove that they are owners <strong>of</strong> at least one hundred shares, registered, and deposited in their name, in<br />
accordance with Portuguese legislation. Pursuant to article 20(5) <strong>of</strong> the articles <strong>of</strong> association, the period in advance<br />
for the blocking <strong>of</strong> shares is fi ve business days when the meeting is suspended.<br />
Each share corresponds to one vote.<br />
The General Shareholders’ Meeting decisions are taken by a majority vote <strong>of</strong> those Shareholders present or<br />
represented, except in cases when the law or the articles <strong>of</strong> association demand a greater number <strong>of</strong> votes.<br />
As a result <strong>of</strong> the takeover bid concluded in 2006, the Company was informed <strong>of</strong> a shareholder’s agreement between<br />
the shareholders participating in that bid, who were already the Company’s majority shareholders. In that agreement<br />
they committed to coordinate the exercise <strong>of</strong> their voting rights in the Company with regard to certain key issues.<br />
Composition <strong>of</strong> the General Shareholders' Meeting<br />
The General Shareholders' Meeting is made up <strong>of</strong> a Chairman and a Secretary:<br />
Miguel Côrte-Real - Chairman<br />
Pedro da Costa Mendes - Secretary<br />
There was one ordinary General Meeting in 2009, at which the entirety <strong>of</strong> the share capital <strong>of</strong> the Company was<br />
represented.<br />
The remuneration <strong>of</strong> the Chairman <strong>of</strong> the Board <strong>of</strong> the General Shareholders’ Meeting during 2009 amounted to<br />
EUR 2,500.<br />
The Company’s Dividend Distribution Policy<br />
The Board <strong>of</strong> Directors <strong>of</strong> EFACEC Capital, S.G.P.S., S.A. has always viewed the dividend distribution as a continuous<br />
and progressive incentive to investment in the group and its competencies.<br />
Thus, dividend distribution proposals were submitted for approval to previous Annual General Shareholders’ Meetings<br />
in the light <strong>of</strong> the following criteria:<br />
i) Future internal capacity to generate cash fl ow;<br />
ii) the investment outlook and fi nancing needs;<br />
iii) the stability and growth <strong>of</strong> the payout ratio.<br />
In accordance with the Company Articles <strong>of</strong> Association, the net pr<strong>of</strong>i ts for the year will be distributed in the following<br />
way:<br />
i) at least 5% to the legal reserve while it has not been completed or whenever it needs to be reincorporated;<br />
and<br />
ii) the remainder in whatever way is decided by a simple majority vote <strong>of</strong> the shareholders at the Annual<br />
General Meeting.<br />
The total dividends distributed by the Company for the 2008 fi nancial year amounted to EUR 17,750,000, with EUR<br />
6,034,000 paid out in the second-half <strong>of</strong> 2008 as interim dividends.<br />
EUR 7,284,000 was paid out in the second-half <strong>of</strong> 2009 as interim dividends for the 2009 fi nancial year.<br />
19<br />
2009 Management Report and<br />
Consolidated and Individual<br />
Financial Statements