IBERSOL • 2023 Integrated Management Report
CORPORATE GOVERNANCE REPORT reasons of force majeure justify it, without prejudice to this method be- ing expressly considered in a future revision of the articles of associa- tion. However, to date, given the size of the company and the current concentration of its capital structure, it does not appear that the imple- mentation of this method of participation in the General Meeting, in the immediate future, would be necessary and justified in view of the high costs associated with its implementation and the effective advantages that this could bring to the participation of shareholders in the General Meeting. Recommendation III.5 - In the absence of express requests from share- holders up to the present date regarding the method of exercising the right to vote electronically, and despite this method is not yet in concrete foreseen in the company’s bylaws, the possibility of recommendation to its use isn´t in there limited or impeded if force majeure reasons, by ex- ample, justifies it, without prejudice of such modality may be considered expressly in a future statutory review. Given that in previous General Meetings of Shareholders held in 2020 to 2023, the Company has al- ready made available to its shareholders a reiterated practice, duly justi- fied and secure, of being able to exercise their voting right in the form of postal voting by electronic mail - noting that this method was included in the respective Notices of Meeting and in the respective electronic voting forms published in connection therewith - should be consider that the appropriate means for exercising the right to vote at a distance in complete security and guaranteeing of integrality and confidentiality of this method of electronic voting have been duly implemented by the Company. Recommendation III.7. - Considering what is stated in point 4 above of this Report, it should be clarified that the in-ternational brand franchis- ing contracts signed by the subsidiaries of Ibersol, SGPS S.A. re-ferred to therein have the proper and usual structure of the nature and type of contract in question, including with regard to the requirements and conditions to be met prior to the sale of shareholding, issue of capital instruments and/or change of control in said subsidiar-ies, as well as the sale of the business or certain assets of those subsidiaries, and are there-fore perfectly in line with the international market standards in force in the field in question. 364
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