Supervision of Galp Energia is entrusted to a Supervisory Board and statutory auditors
The Supervisory Board is composed of three standing members who are elected by the general shareholders meeting. The members may not be Directors of the Company and are subject to the rules for avoidance of conﬂicts of interest contained in the article 414-A of the Portuguese Companies Code (CSC).
According to the law, at least one member of the Supervisory Board shall have an academic degree which is suited to their role and have a good command of auditing or accounting. The majority of its members must be independent, i.e. they:
- may not be associated with any specific interest groups in the Company;
- find themselves in a situation where their independent judgement would be affected, namely because they:
- Hold title to – or represent major shareholders with – 2% or more of the shares of Galp Energia;
- Have been re-elected for more than two terms, either continually or intermittently.
The Supervisory Board was elected by the general shareholders meeting held on 30 May 2011 and the terms end in 2014. All members of the Supervisory Board fulfill the incompatibility requirements set out in article 414-A paragraph 1 of the CSC and the independence criteria set out in article 414 paragraph 5 of the CSC.
The Supervisory Board shall convene at least once every quarter and report to both the Board of Directors and the general shareholders meeting on its ﬁndings
According with article 19 of Galp Energia’s articles of association the Supervisory Board’s duties include proposing to the general shareholders meeting the Portuguese Companies Code the appointment of the statutory auditor or statutory auditors firm, appointing or dismissing the external auditors, overseeing the preparation and disclosure of ﬁnancial information and the certiﬁcation of the Company’s accounts and verifying the independence of the statutory auditors, namely with regard to the provision of additional services.
The Supervisory Board shall make sure an independent external auditor is appointed among internationally renowned accountancy ﬁrms. The external auditor shall, without restricting the duties of either the Supervisory Board or the statutory auditors ﬁrm, verify Galp Energia’s annual accounts and other accounting documents. The Supervisory Board shall be the first recipient of the external auditor's reports.