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119
ANNUAL REPORT 2011
Management Body
Ibersol, SGPS, SA. has a Board of Directors
composed of three members: one Chairman, one
Vice-Chairman and one Vogal Member.
Two of its members exercise executive functions and
form an Executive Committee, which was elected
and whose powers were delegated by the Board of
Directors per the terms of art. 8º section 4 of the
Company Association Articles, and one other Director
who exercises non-executive functions.
The Executive Committee operationally coordinates
the functional directions and different businesses
mentioned above, meeting periodically with the
respective directors. The decisions made by the
FunctionalandBusinessDirectors,whichmustrespect
the overall guidelines, emanate from the delegation
of powers granted by the Executive Committee and
are coordinated in the aforementioned meetings.
The powers delegated to the Executive Committee
are namely the following:
a) full powers for decision-making, management
and strategic accompaniment of corporate activity,
within the legal limits set by art. 407º section 4 of
the CSC;
b) to develop, plan and programme the action lines
of the management body, internally and externally
for the accounting year, fully pursuing the social
goals per the Company’s ends, with a special aim to
assist the Board of Directors properly verifying the
instruments for supervising the economic/financial
situation and carry out the controlling function of the
companies that are part of the Ibersol Group.
c) it is incumbent upon to help theBoard of Directors
to update its assessment and functional support
structures, as well as the procedures of companies
integrated in the Ibersol Group, with consistent
adjustment to changing business needs, acting to
determine the profiles and characteristics of its
strategic partners, clients, workers, collaborators
and other players, and in development of the
behaviour standard for the company’s relations
with the outside world, and may specifically proceed
to acquire, dispose of and encumber moveable
goods, establishing or ceasing cooperation with
other companies.
The distribution of functions within the Board
of Directors, specifically in terms of turnover
responsible for financial matters is understanding
of the company that the rotation does not serve the
corporate interests, being a measure that would
not contribute to stabilization and continuous
improvement of its objectives, but even more so
is society’s understanding that this requirement,
if any, will only be objectively required for the
future, ie after two mandates from the date of
commencement of validity of the recommendation