IBERSOL | Integrated Management Report | 2025
CORPORATE GOVERNANCE REPORT SUPERVISORY BOARD: Chairman - Hermínio António Paulos Afonso Holds no shares in the Company. Member – Carlos Alberto Alves Lourenço Holds no shares in the Company. Member – Maria José Martins Lourenço da Fonseca Holds no shares in the Company. Substitute member – Alice da Assunção Castanho Amado Holds no shares in the Company. 9. Board of Directors qualification due to share capital increase. Under the terms set out in article 4(2) of the Articles of Association, the share capital may be increased up to one hundred million euros, on one or more occasions, by resolution of the Board of Directors, which shall determine the form, conditions of subscription and classes of shares to be issued from among those provid- ed for in the same Articles of Association or others permitted by law, under article 456 of the Portuguese Companies Code. The rules applicable to other amendments to the Articles of Association of the Company are provided for, in particular, in articles 85, 383(2) and 386(3) and (4) of the Portuguese Companies Code and are subject to resolution by the General Shareholders’ Meeting. This statutory provision was renewed by resolution of the General Shareholders’ Meeting of 29 June 2020, which approved that renewal of the powers conferred on the Board of Directors by article 4(2) of the Arti- cles of Association of the Company – so that this corporate body may resolve, within the five years following that resolution, to increase the share capital, on one or more occasions, up to one hundred million euros. The said resolution renewing powers ceased to have effect on 29 June 2025, upon expiry of the five year period provided therein, and therefore, in the absence of a new renewal resolution by the General Shareholders’ Meeting, the Board of Directors does not currently have effective powers to resolve on share capital increas- 242
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