Ten Principles of Corporate Governance

 

Principle 1 – Corporate governance framework

The Company shall adopt a clear and transparent corporate governance framework for which it shall provide adequate disclosure.

 

Principle 2 – The board of directors’ remit

The Board shall be responsible for the management of the Company. As a collective body, it shall act in the corporate interest, and shall serve all the shareholders by ensuring the long-term success of the Company.

 

Principle 3 – Composition of the board of directors and of the special committees

The Board shall be composed of competent, honest, and qualified persons. Their choice shall take account of the specific features of the company.

The Board shall establish the special committees necessary for the proper execution of its remit. In this regard, Helder Pereira has been appointed as Chairman of the Board and an Audit Committee has been constituted.

 

Principle 4 – Appointment of directors and executive managers

The company shall establish a formal procedure for the appointment of directors and executive managers.

 

Principle 5 – Conflicts of interest and business ethics rules

The directors must show integrity and commitment. Each shall represent the shareholders as a whole, and shall make decisions solely in the Company’s interest, and independently of any conflict of interest.

 

Principle 6 – Evaluation of the performance of the Board

The Board shall assess regularly its operating methods and its relationship with the executive management.

 

Principle 7 – Management structure

The Board shall set up an effective structure of executive management. It shall clearly define the assignments and duties of executive management and shall delegate the powers required for the proper discharge of these assignments and duties to the latter.

 

Principle 8 – Remuneration policy

The Company shall secure the services of qualified directors and executive managers by means of a fair remuneration policy that is compatible with the long-term interests of the Company.

 

Principle 9 – Financial reporting, internal control, and risk management

The board shall establish strict rules that are designed to protect the Company’s interests in the areas of financial reporting, internal control and risk management.

 

Principle 10 – Shareholders

The Company shall respect the rights of its shareholders and shall ensure that they receive equal treatment. The Company shall establish a policy of active communication with its shareholders.