Investors
Pursuant to the NOS articles of association, the Board of Directors comprises a maximum of 23 members, elected by the Shareholders at a General Meeting by a majority of votes cast.
The term of office of the Directors is three years, the year of their appointment counting as a full calendar year.
The members of the NOS Board of Directors in office were elected at the General Meeting of April 21, 2022, for the 2022-2024 term.
The resolutions of the Board of Directors are passed by majority the votes cast, the Chairman having the casting vote.
Regulations of the Board of Directors
During 2023, the current Board of Directors met 6 times.
On 3 of March 2022, was aprove the Internal Policy for Selecting Members of the Management and Supervisory Bodies
The Board of Directors comprises the following members:
Member | |
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Chairman | Ângelo Gabriel Ribeirinho dos Santos Paupério |
Chief Executive Officer | Miguel Nuno Santos Almeida |
Member of Board of Directors | José Koch Ferreira |
Member of Board of Directors | Filipa de Sousa Taveira da Gama Santos Carvalho |
Member of Board of Directors | Jorge Filipe dos Santos Graça |
Member of Board of Directors | Luís Moutinho do Nascimento |
Member of Board of Directors | Manuel António Neto Portugal Ramalho Eanes |
Member of Board of Directors | Daniel Lopes Beato |
Member of Board of Directors | António Bernando Aranha da Gama Lobo Xavier |
Member of Board of Directors | Catarina Eufémia Amorim da Luz Tavira Van-Dúnem |
Member of Board of Directors | João Pedro Magalhães da Silva Torres Dolores |
Member of Board of Directors | Maria Cláudia Teixeira de Azevedo |
Member of Board of Directors | Ana Rita Ferreira Rodrigues |
Member of Board of Directors | Cristina Maria de Jesus Marques |
Member of Board of Directors | Eduardo António Salvador Verde Rodrigues Pinho |
Under the law and the NOS articles of association, the Board of Directors has delegated the day-to-day management of the Company on an Executive Committee.
The Executive Committee members are chosen by the Board of Directors, and the Committee comprises a minimum of three and a maximum of seven directors.
Resolutions of the Executive Committee are passed by majority the votes cast, the Chief Executive Officer has the casting vote.
During 2023, the Executive Comittee met 41 times.
Consult Document
The Executive Committee comprises the following members:
Member | |
---|---|
Chief Executive Officer | Miguel Nuno Santos Almeida |
Member of Executive Committee | José Koch Ferreira |
Member of Executive Committee | Filipa de Sousa Taveira da Gama Santos Carvalho |
Member of Executive Committee | Jorge Filipe Pinto Nogueira dos Santos Graça |
Member of Executive Committee | Luís Moutinho Nascimento |
Member of Executive Committee | Manuel António Neto Portugal Ramalho Eanes |
Member of Executive Committee | Daniel Lopes Beato |
The role of the Remuneration Committee, elected by the shareholders at a General Meeting, is to define and fix the remuneration of the Company's corporate officers. In performing this task the Remuneration Committee monitors and assesses, on an ongoing basis and with the support of the Appointments and Assessment Committee, the performance of the Directors, checking the extent to which the proposed objectives have been achieved.
During 2023, the Remuneration Committee met 2 times.
Remuneration Committee Regulations
Consult the Remuneration Committee Regulations here.
Remuneration Policy
Consult the Remuneration Policy here.
Member | |
Chairman | João Nonell Günther Amaral |
Member | Mário Filipe Moreira Leite da Silva |
NOS, SGPS, SA ("NOS" or "Company") has a firm commitment to creating sustained value for its Shareholders.
Considering corporate governance as a tool of competitiveness and value creation and aware of the growing importance of this matter to the everyday business and to society in general, NOS intends to be a reference model, both national and international, as concerns not only the governance model but also as to how it discloses corporate information to its stakeholders, while continuing to be active in ongoing improvement of its practices.
Accordingly, to carry on its duties more effectively, the NOS Board of Directors has created several committees responsible for the performance of specific functions of the Board of Directors.
Corporate Governance and Sustainability Committee
In accordance with applicable best practices, the directors that comprise the Corporate Governance and Sustainability Committee have recognised qualifications, skills and experience appropriate to the consideration of the corporate governance model adopted, to verification of its effectiveness and to the proposed adoption of measures directed at constant improvement.
Corporate Governance and Sustainability Committee Regulations
During 2023, the Corporate Governance and Sustainability Committee met 1 time.
Member | |
---|---|
Chairwoman | Maria Cláudia Teixeira de Azevedo |
Member | António Bernardo Aranha da Gama Lobo Xavier |
Member | Filipa de Sousa Taveira da Gama Santos Carvalho |
Ethics Comittee
The role of the Ethics Committee is to keep, supervise, improve and update the Ethics Code, as well as suggest all the measures considered as adequate for the development of a company culture and professional ethics within the Company.
For this purpose, the Corporate Governance Commission has a committee (Ethics Committee) composed by: Non-Executive Director; the Chairman of the Fiscal Council; the Executive Director responsible for the Human Resources department.
During 2023, the current Ethics Committee met 4 times.
Member | |
---|---|
President | António Bernardo Aranha da Gama Lobo Xavier |
Member | José Pereira Alves |
Member | Luís Moutinho Nascimento |
Ethics Committee regulations
Consult the Ethics Committee regulations here.
Appointments and Assessments Committee
In line with best practices in corporate governance, as well as with the recommendations of the CMVM in this connection, the Board of Directors has established an Appointments and Assessment Committee, particularly to ensure competent, independent assessment of the performance of executive directors, to perform an overall assessment of the performance of the Board of Directors and of the various specialised committees, as well as to ensure timely identification of potential candidates with the profile required to perform duties as a director.
During 2023, the Appointments and Assessments Committee met 3 times.
Appointments and Assessments Committee Regulations
Member | |
---|---|
Chairman | Ângelo Gabriel Ribeirinho dos Santos Paupério |
Member | João Pedro Magalhães da Silva Torres Dolores |
Member | Ana Rita Ferreira Rodrigues |
Audit and Finance Committee
With a view to performing its duties the Audit and Finance Committee co-ordinates with the Board of Auditors in those areas that are the legal and statutory responsibility of this body.
Audit and Finance Committee Regulations
During 2023, the current Audit and Finance Committee met 5 times.
Member | |
---|---|
Chairman | João Pedro Magalhães da Silva Torres Dolores |
Member | Ângelo Gabriel Ribeirinho dos Santos Paupério |
Member | Ana Rita Ferreira Rodrigues |
Member | Cristina Maria de Jesus Marques |
The Board of the General Meeting of NOS, SGPS, SA, comprises the following members:
Members | |
---|---|
Chairman | António Agostinho Cardoso da Conceição Guedes |
Secretary | Maria Daniela Farto Baptista Passos |
Under the terms of the NOS articles of association, the company's supervision is entrusted to a Statutory Independent Audit Board and a Statutory Auditor or Firm of Chartered Accountants. The Statutory Independent Audit Board comprises three full and one alternate members, elected by the General Meeting of April 22, 2022, for the 2022-2024 term.
During 2022, the current Statutory Independent Audit Board met 12 times.
Member | |
---|---|
Chairman | José Pereira Alves |
Member | Paulo Cardoso Correia da Mota Pinto |
Member | Patrícia Andrea Bastos Teixeira Lopes Couto Viana |
Alternate Member | Ana Luísa Nabais Aniceto da Fonte |
Under the terms of the NOS articles of association, the company's supervision is entrusted to a Board of Auditors and a Statutory Auditor or Firm of Chartered Accountants.
On February 24, 2022, the Statutory Audit Board approved the Regulation for the Provision of Services by Statutory Auditors
Statutory Auditor Regulations
Statutory Auditor:
KPMG & ASSOCIADOS - Sociedade de Revisores Oficiais de Contas, S.A., represented by Pedro Jorge Quental e Cruz , OROC number 1765
Alternate Statutory Auditor:
Luís Miguel Pedrosa Guerra, OROC number 1769
Company Secretary: Francisco Magalhães Gonçalves Sousa Nazareth
Alternate Company Secretary: Joana Vitorino Mendes
Denominação: | NOS, SGPS, SA |
---|---|
Matriculada na Conservatória do Registo Comercial de Lisboa / NIPC: | 504 453 513 |
CAE: | 64202 |
Natureza Jurídica: | Sociedade emitente de ações admitidas à negociação em mercado regulamentado |
Data Constituição: | 1999 (Publicação no D.R. Nº 274 – III Série – 24-11-1999) |
Sede: | Rua Actor António Silva, nº 9 - Campo Grande, freguesia do Lumiar, 1600-404 Lisboa |
Capital Social: | 855.167.890,80 Euros |
NOS shares are admitted to trading on the Euronext Lisbon regulated market.
The articles of association of NOS, SGPS, SA ("NOS") define the duties, internal rules, working and actions of the Company's governing bodies. The articles of association also detail shareholder rights and how they can be exercised.
Consult the NOS Articles of Association and download the document, if you wish.
Consult here the Code of Ethics of NOS, SGPS, SA
Learn how the irregularities reporting process works.
Download this PDF for future reference.
To report to Statutory Audit Board, you may use one of the following communication channels:
- Post: Apartado 4035, Loja CTT Senhora da Hora, 4461 - 901 Senhora da Hora
- Mail: comunicar.irregularidades@nos.pt.
The NOS Governance Report aims to provide information on the structure and performance of the Company's governance. These reports are prepared in accordance with the recommendations of the CMVM. You may consult NOS Corporate Governance Report via the following link:
Governance Report 2023
You may also consult NOS's latest Corporate Governance Reports via the following links:
Governance Report 2022
Governance Report 2021
Governance Report 2020
Governance Report 2019
Governance Report 2018
Governance Report 2017
Governance Report 2016
Governance Report 2015
Governance Report 2014
You may also consult ZON's latest Corporate Governance Reports via the following links:
Governance Report 2013
Governance Report 2012
Governance Report 2011
Governance Report 2010
Governance Report 2009
Governance Report 2008