IBERSOL | Integrated Management Report | 2025

CORPORATE GOVERNANCE REPORT 18. Distinction between executive and non-executive members and, as regards non-executive members, details of members that may be considered independent. The management body of the Company is composed of five directors, and there is an Executive Commit- tee composed of António Carlos Vaz Pinto de Sousa (Chairman) and António Alberto Guerra Leal Teixeira (Member), and a further three Members who are non executive members. The majority of these non execu- tive Members, Professor Juan Carlos Vázquez Dodero de Bonifaz and Maria do Carmo Guedes Antunes de Oliveira, are not associated with specific interest groups of the Company or of its reference shareholders, and do not have any relevant interests likely to conflict or interfere with the free exercise of their corporate office. It is further noted that no internal control committee has been set up. As regards the non executive director Maria do Carmo Guedes Antunes de Oliveira, she fulfils all the neces- sary requirements of independence in the exercise of her office on this management body. The non executive director, Eng. Maria Deolinda Fidalgo do Couto, has held this office as a non executive member of the Board of Directors of Ibersol, SGPS S.A. since her appointment at the General Shareholders’ Meeting of 18 June 2021, and her employment contract with Ibersol, SGPS S.A., which started on 23/10/1990 as Director of Management Control and Finance of the Group, remained suspended from that date until it ceased due to retirement in March 2025, and therefore she does not fulfil independence criteria in this re- spect. The non executive member and director, Prof. Juan Carlos Vázquez Dodero de Bonifaz, is a director of affil- iated companies in which he does not perform any executive functions. He likewise does not carry out any activities or business with the Company, within the meaning of articles 397 and 398 of the Portuguese Com- panies Code, and fulfils the remaining requirements of independence under article 414(5) of the same Code, namely in the sense set out in the Recommendation of the European Commission of 15 February 2005, as that Recommendation provides, in point 13, that a director should be considered independent if he or she has no business, family or other relationships with the company, with the shareholder that holds control or with the management bodies of any of them, which may give rise to a conflict of interest liable to prejudice his 250