IBERSOL | Integrated Management Report | 2025
CORPORATE GOVERNANCE REPORT 21. Division of powers between the different boards, committees and/or departments within the company, including information on delegating responsibilities, particularly with regard to the delegation of powers, in particular with regard to the delegation of daily management of the Company. Under the terms of the law and the articles of association, the Board of Directors is responsible for managing the company’s activities, ensuring the management of the company’s business and carrying out all operations relating to the company’s object, namely in terms of strategic objectives. The Board of Directors is responsible for approving the Company’s strategic plan, the risk management policy and internal control system, as well as for organising and coordinating the corporate structure and the Company’s main policies and also for analysing and defining risk-taking limits, in accordance with the Rules of Procedure of the Board of Directors, the Articles of Association, and the Law. Pursuant to Article 8(4) of the Articles of Association and Article 407(3) of the Companies Code, the Board of Directors has set up an Executive Committee, which is made up of 2 members of the Board of Directors. The other directors have non-executive duties, without delegating management powers. In compliance with the said statutory provision and with paragraphs 3 and 4 of the aforementioned article 407 of the Portuguese Companies Code, the Board of Directors delegated the day to day management of the Company to the Executive Committee under the terms and within the legal limits, and it is also responsible, namely, for supporting the Board of Directors in supervising strategic direction and financial performance, in portfolio management, in risk management and in strict compliance with applicable law; promoting, with the respective Boards of Directors of the various subsidiaries of the Group, the alignment of the different business units with the corporate and sustainability strategy, with the financial plans and objectives of the Group, as well as with the Company’s values and policies; reviewing and approving the financial statements and periodic reports, the annual budgets and the strategic and financial plans of the Group’s business units, 260
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