Portugal Telecom announces that its Annual General Meeting of Shareholders was held today.
The items on the agenda were approved as follows:
> Approval of the management report, balance sheet and accounts, individual and consolidated, for the 2008 financial year.
> Application of the 2008 net income of Euro 488,717,970.00, increased of Euro 26,776,717.50 of free reserves, in the total amount of Euro 515,494,687.50, as follows:
- Euro 515,494,687.50 to be paid to the shareholders as dividend, corresponding to Euro 0.575 per share. The dividend shall be paid on 24 April 2009 (ex-dividend date: 21 April 2009).
> General appraisal of the Company’s Management and Supervision bodies, and of each of their members, as well as a special appraisal to the Chairman of the Board of Directors and to the Chief Executive Officer for the outstanding way in which the Company was led throughout the 2008 financial year.
> Amendment to paragraph 1 of article 18 and to paragraph 4 of article 13 of the Articles of Association to read as follows:
- The Board of Directors is composed by a minimum number of fifteen and maximum of twenty five members;
- In the event of the adjournment of the General Meeting of Shareholders, the share deposit certificates that have been issued and the corresponding blocking of shares may be cancelled, and the shares may only be blocked up to five working days prior to the resume of the General Meeting, as set forth in the Articles of Association.
> Election of the corporate bodies and of the Compensation Committee for the 2009/2011 term of office. Such corporate bodies shall have the following composition:
- Board of the General Meeting of Shareholders:
Chairman: António Manuel da Rocha e Menezes Cordeiro
Vice-Chairman: Eduardo Augusto Vera Cruz Pinto
Secretary: Francisco Manuel Balixa Tapum Leal Barona
- Board of Directors:
Chairman: Henrique Manuel Fusco Granadeiro
Directors: Zeinal Abedin Mahomed Bava
Francisco Manuel Marques Bandeira
José Guilherme Xavier de Basto
Fernando Henrique Viana Soares Carneiro
Carlos António Alves Duarte
Santiago Fernández Valbuena
João Manuel de Mello Franco
Joaquim Aníbal Brito Freixial de Goes
Mário João de Matos Gomes
Gerald Stephen McGowan
Luís Miguel da Fonseca Pacheco de Melo
Rafael Luís Mora Funes
Maria Helena Nazaré
José Maria Alvarez-Pallete Lopéz
Amílcar Carlos Ferreira de Morais Pires
António Manuel Palma Ramalho
Manuel Francisco Rosa da Silva
Rui Pedro Barroso Soares
Francisco Teixeira Pereira Soares
Jorge Humberto Correia Tomé
Paulo José Lopes Varela
Milton ALmicar Silva Vargas
Nuno Rocha dos Santos de Almeida e Vasconcellos
Shakhaf Wine
- Audit Committee:
Chairman: João Manuel de Mello Franco
José Guilherme Xavier de Basto
Mário João de Matos Gomes
- “P. Matos Silva, Garcia Jr., Caiado & Associados, SROC, S.A.” as Company’s Chartered Accountant
- Compensation Committee:
Chairman: Álvaro João Duarte Pinto Correia
Francisco Adelino Gusmão Esteves de Carvalho
Francisco José Queiroz de Barros Lacerda
> Approval of the acquisition and disposal of own shares.
> Approval, pursuant to paragraph 4 of article 8 of the Articles of Association, of the parameters applicable in the event of any issuance of bonds convertible into shares that may be resolved upon by the Board of Directors.
> Suppression of the pre-emptive right of shareholders in the subscription of any issuance of convertible bonds as referred to above as may be resolved upon by the Board of Directors.
> Approval of the issuance of bonds and other securities, of whatever nature, by the Board of Directors, including the determination of a maximum annual amount of Euro 3,000,000,000.00 in accordance with paragraph 3 of article 8 and paragraph 1, e) of article 15 of the Articles of Association.
> Approval of the acquisition and disposal of own bonds and other own securities.