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Shareholders' General Meeting

2011
Shareholders’ General Meeting| 27th April 2011
Notice of Meeting
Rules for the entitlement to participate at the General Meeting
17 April
(23:59 hours GMT)
Deadline for receipt of notices from shareholders regarding their intent to participate at the General Meeting addressed to the Chairman of the Board of the Shareholders’ General Meeting and to the financial intermediary.
The notice addressed to the Chairman of the Board of the Shareholders’ General Meeting may be sent by email.
Send email
17 April
(23:59 hours GMT)
Deadline for receiving information, under the terms of nr. 6 of article 23-C of the Portuguese Securities Code, from shareholders who, as professionals, hold shares registered in his/her own name but on behalf of his/her clients, may vote in different directions with his/her shares.
18 April
(00:00 hours GMT)
Record Date. Only Shareholders that, on this date and time, hold shares which grant them at least one vote, can attend the General Meeting.
18 April
(23:00 hours GMT)
Deadline for financial intermediaries to inform the Chairman of the Board of the Shareholders’ General Meeting of the number of shares registered in the name of each Shareholder who has stated his/her intention to attend the General Meeting.
Rules for the Exercise of the Representation Right and the Voting Right Through Electronic Means and by way of Postal Vote
15 April
(18:00 hours GMT)
Deadline for the receipt of intention to vote in writing by electronic means.
26 April
(18:00 hours GMT)
Deadline for receiving written voting papers sent by post.
26 April
(18:00 hours GMT)
Deadline for the exercise of written voting sent by electronic means.
27 April
(09:30 hours GMT)
Deadline for receiving representation letters.
Preparatory information
Proposals
Form of participation in the General Assembly
electronic voting resolutions adopted
The Shareholders’ General Meeting took place on 27th April 2011 acting as Chairman Mr. Manuel Eugénio Pimentel Cavaleiro Brandão and as Secretary Ms. Maria da Conceição Henriques Fernandes Cabaços.
There were present or represented shareholders holding 1,206,303,436 shares corresponding to 60.32% of the voting rights, who approved the following proposals submitted on each item of the agenda:

Agenda/proposals
For
Against
Abstain
No. Issued Votes
% Share Capital*
No. Shares
  • Agenda/proposals
    Discuss and approve the Company’s Annual Report, balance sheet and the individual and consolidated accounts for the year ended 31 December 2010;
    For
    100%
    Against
    0%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the proposed appropriation of the financial year net result;
    For
    100%
    Against
    0%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Assess the management and audit of the Company;
    For
    100%
    Against
    0%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Discuss and approve the amendments to the Company’s Articles of Association proposed by the Board, who have as primary goal to conform it with shareholdings participations rules at General Meetings, introduced by Law-Decree no. 49/2010, of 19 May, to Securities Market Code and, in these terms: a) Modify the wording: of no. 4 of article 8; of no.1 of article 21 and no. 1, 4 and 5 of article 23; b) Remove: no. 2 of article 23; Re-number: no. 3, 4, 5, 6, 7, 8, 9, 10 and 11 of article 23 which will be re-numbered, respectively as no. 2, 3, 4, 5, 6, 7, 8, 9 and 10;
    For
    100%
    Against
    0%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the election of the Chairman and the Secretary of the Shareholders’ General Meeting, the members of the Board of Directors, the Statutory Audit Board, and the Shareholders’ Remuneration Committee for the four-year mandate 2011-2014;
    For
    99.86%
    Against
    0.14%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the election of the Statutory External Auditor of the Company for the four-year mandate 2011-2014;
    For
    99.96%
    Against
    0.04%
    Abstain
    1,250,000
    No. Issued Votes
    1,205,053,436
    % Share Capital*
    60.25%
    No. Shares
    1,205,053,436
  • Agenda/proposals
    Decide on remuneration of the Shareholders’ Remuneration Committee;
    For
    100%
    Against
    0%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the remuneration policy of the statutory governing bodies as well as attribution share plan and respective regulation, to be executed by the Shareholders’ Remuneration Committee;
    For
    99.90%
    Against
    0.10%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the authorisation for the purchase and sale of own shares up to the legal limit of 10%;
    For
    99.80%
    Against
    0.20%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    hase and sale of bonds issued by the Company up to the legal limit of 10%;
    For
    99.80%
    Against
    0.20%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
  • Agenda/proposals
    Decide on the authorisation for the purchase and for the holding of shares of the Company by its controlled companies, under the applicable terms of article 325-B of the Portuguese Companies Act.
    For
    99.91%
    Against
    0.09%
    Abstain
    0%
    No. Issued Votes
    1,206,303,436
    % Share Capital*
    60.32%
    No. Shares
    1,206,303,436
Additionally to the proposals related to the items on the Agenda, to the General Meeting consideration were submitted the Management Report, including the Corporate Governance Report and the financial statements, the Statutory Audit Board Report and the Accounts Legal Certification issued by the Statutory External Audit, as well as the information required by Article 289 of the Portuguese Companies Act.