company management report 2008 - incm.pt · company management report 2008 contents a. company’s...

Company Management Report 2008 CONTENTS A. Company’s aims, objectives and policies

B. Framework

C. Relevant transactions with related bodies

D. Other transactions

E. Management model and members of corporate bodies

F. Internal organisation and Organic structure

G. Salaries for members of corporate bodies

H. Sustainability of the company in the economic, social and environmental areas

I. Evaluation of how well the Principles of Good Management are being adhered to

J. Code of Ethics

A. Company’s aims, objectives and policies

Legally, the aims and objectives of INCM, S. A. are set out in Decree-Law No. 170/99,

which transformed the Imprensa Nacional – Casa da Moeda, E.P. into a limited company

with exclusively public capital.

B. Framework

Performance evaluations to make sure these objectives are being met are performed by

the shareholder PARPÚBLICA - Participações Públicas (SGPS), S.A. This entity is

provided with sufficient information for this purpose, which is based on the following

processes to control internal management and flows of information, designed to assist

the shareholder and the INCM: Quarterly Communiqué on Management Control,

Quarterly Communiqué on Budgeting Control, a Quarterly Report by the Board of

Directors on budget implementation, a Quarterly Report by the Statutory Auditor/Official

Auditors, Pack 1 (CD) with general and permanent information about the company, Pack

2 (CD) with information on forecasts, Pack 3 (CD) with the quarterly report on budget

implementation.

Share Capital and Profit Distribution The current share capital for the company stands at 5,500,000 shares, with a nominal

unitary value of 4.99 Euros, and is held exclusively by the state through the holding

company PARPÚBLICA – Participações Públicas (SGPS), S.A.

In line with the statutes, the distribution of profits is carried out in the following way:

a) A minimum of 20% to constitute or be integrated into the legal reserve, until it

reaches the legally required level;

b) Other legally imposed distributions;

c) A percentage to be distributed amongst shareholders in the form of dividends, to be

defined by the general assembly;

d) For other purposes which the assembly deems of interest to the company.

Whenever the volume of profit justifies it, the general assembly can decide to share a

percentage of these profits amongst workers, following criteria set by the same.

External Regulations

As regards external regulations, INCM, SA is regulated by the legal system that is in

force in the country, and aims to take the best possible advantage of the most

favourable financial and fiscal frameworks.

Legislation from 2008 whose content affected the company’s activity in any way:

▪ Issuing, minting, placing in circulation and commercialisation of metal coin – RCM

64/2008, RCM 191/2008;

▪ Compensatory indemnity – RCM 165/2008;

▪ Public Contracts Code – Decree Order 701-A, E, F, G/2008

▪ Postage Stamps – Decree Orders 238, 272, 273, 298, 299, 546, 547, 1060, 1061,

1062, 1069, 1206 from 2008.

INCM is also subject to, and regularly complies with, European Central Bank regulations

concerning the production of Coin, whilst maintaining its focus on the realisation of

capital gains.

In terms of printing, INCM is subject to regulations concerning Visa and MasterCard

certification for the production of bank cards.

In 2008, the Public Contracts Code (Código de Contratos Públicos – CCP) came into

force, bringing severe restrictions to operating flexibility. Ensuring compliance with this

legislation has been a constant concern for INCM, and has been accompanied by an

economic and material management of stocks

Regarding the Assay Office, the company has attempted to resolve the current issue in

collaboration with government bodies. Not updating the fees charged for this service has

caused problems regarding absorbing the company’s margins, as the invoice level for

this activity has not covered its direct costs for a long time. Updating the fees charged or

the transfer to other economic activities supervisory services would be the only solutions

to the existing problem.

Internal Regulations

INCM, SA is subject to the following internal regulations, set out in the Permanently

Applicable Regulations:

▪ Functioning of the Dining Halls

▪ Social Services Regulation

▪ Work Clothing Regulations

▪ Term Contracts

▪ Overtime and Compensatory Holiday

▪ Recruitment and Personnel Selection

▪ Numismatic Museum Regulations

▪ Expenses for Transport and Work-related Journeys

▪ Regulation for Physical Stock Counts

▪ Rules for Leave for Illness, Family Assistance, Maternity/Abortion and Paternity Leave

▪ Safety Regulation

▪ General Workers Meetings - Plenary

▪ Regulations on Sales and Charging Conditions

▪ Regulation on the Management of Fixed Assets

▪ Acquisitions Regulation

▪ Sales and Write-off Regulation

▪ Regulations on Offers

▪ Cash Funds

▪ Insurance

▪ Regulations for Accepting Cheques

▪ Rules for Using Company Vehicles

▪ Procedures Related to Professional Training – Analysis and Approval of Training

Requests

▪ Service Commission

▪ Assay Offices - External Controls

▪ Service Provision Contracts

▪ Request for Concession or Extension of a Licence without Payment.

Procedures

▪ Printed forms. Models for Internal Use

▪ Coins. Free Distribution

▪ Development Commission

▪ Planning Commission

▪ Movements of Workers with a Change to their Function

▪ Approval of Works and Acquisitions of Equipment. Updating of Technical Designs and

Other Information

▪ Organisation. Coordination and Responsibility of Horizontal Function

▪ Promotion Refusals under the Terms of Chapter XI, No. 2 of Appendix II of the AA.EE.

▪ Amounts Paid for Merit. Prize for Diligence. Clause 93 of the AA.EE.

▪ Regulation for Salespeople

▪ Disciplinary Actions for Unjustified Delays

▪ Heavy Work – Individual Protection

▪ Functions and Competencies of the People in charge of Products

▪ Health and Safety at Work Regulation

▪ Communication in INCM

▪ Shift Work

▪ INCM Worker-student Regulation

▪ INCM Professional Library Regulation

▪ General Planning: Predictive Management Tools

C. Relevant transactions with related bodies

Multicert - Serviços de Certificação Electrónica, SA

Description Value (€)

Acquisition of Services (consultancy, Certification, Maintenance and Technological Transfer) 507,762

Acquisition of Fixed Assets (Software, Hardware and Research and Development) 485,149

Advances (Contractual and Fixed assets) 175,680

Total 1,168,591

D. Other transactions

Acquisition of goods and services

The procedures which have been adopted comply with the new Public Contracts Code

(DL No. 18/2008), which regulates this area. To this effect, an internal Acquisitions

Regulation has been developed setting out the procedures that services should adopt.

Suppliers which represent more than 5% of external supplies and services, with a value above 1 million Euros Not applicable

E. Management model and members of corporate bodies

In organisational terms, INCM is structured by functions.

The company's corporate bodies elected for the 2008-2010 period are shown below:

General Assembly Board

- President: Ernesto Mendes Batista Ribeiro, M.Sc.

- Vice-President: Ana Paula da Costa Ribeiro, M.Sc.

- Secretary: Catarina Charters de Amaral Marques Fernandes Homem, M.Sc.

Board of Directors

- Chairman: Estêvão Rodrigues Pires de Moura, PhD

- Member: José Inácio Coelho Toscano, M.Sc.

- Member: Renato Silva Leitão, M.Sc.

- Member: Isabel Maria Duarte Pinto Correia Pereira Neto, M.Sc.

- Member: Pedro Garcia Cardoso, M.Sc.

All members of the Board of Directors are executives.

Statutory Auditor

- Officer: Eugénio Cristóvão Coelho Ferreira da Costa, M.Sc. (Official Auditor No. 576).

- Reserve: Silva Neves & Teresa Marques, Official Auditors No.141, represented by

Joaquim Manuel da Silva Neves, M.Sc. (Official Auditor Nº421).

The duties performed by members of the Board of Directors were distributed in the

following way during the year 2008:

Chairman Estêvão Rodrigues Pires de Moura, PhD:

- Strategy and Development

- Publishing Department – DED

- Legal Department – DJU

- Financial department – DFI, except SAG and PRO

- Institutional and Image Communication of the DCO

Member José Inácio Coelho Toscano, M.Sc.:

- Graphics Department - DGF

- IT Systems Department – DSI

Member Renato Silva Leitão, M.Sc.:

- Human Resources Department - DRH

- Internal Auditing Office – GAI

- Purchasing Department - DCP

- General Support (SAG) and Project and Works (PRO)

- Trade Unions – ORT´s

- Cooperation

Member Isabel Pinto Correia, M.Sc.:

- Department of Coins and Metallic Products – DMM

- Production Support Department - DAP

- Commercial Department – DCO, except Institutional and Image Communication

Member Pedro Garcia Cardoso, M.Sc.:

- Secretary to the Board of Directors

- Quality, Environment, Health and Safety in the Workplace Committee - QSA

- Assay Offices Department – DCC

- Museum and Documentation & Information Centre - CDI

INCM has a seat on the Board of Directors of the company “Multicert – Serviços de

Certificação Electrónica S.A.” (Multicert – Electronic Certification Services, Ltd.), which in

turn completely controls the executive management of the company Certipor, S.A. INCM

is currently represented by José Toscano in both companies. INCM does not derive any

benefit from this position and, similarly, José Toscano does not derive any benefit from

performing this function. MANAGEMENT CONTRACT

The Management Contract, defined for the 2008-2010 mandate period, was based on

the general principles established in No.1 of the Resolution of the Board of Ministers

No.70/2008, of the 22nd of April.

To this effect, the following strategic guidelines were indicated:

▪ Subcontracting of the service associated with the Official Journal (Diário da República)

▪ Redefinition of the company strategy, through:

a) Focusing on INCM activity in the production of security products.

b) Commercial reorientation of the publications sector.

c) Restructuring of the Assay Office.

d) Strengthening of the company commercial perspective, with an increase in revenue

coming from private customers;

▪ Optimising the management of fixed assets and offloading those assets which can be

made available

▪ Attaining a level of profitability which allows proper remuneration of share capital.

The following table shows the objectives outlined for the 2008 financial year, verifying

their compliance:

OBJECTIVE REAL IMPLEMENTATION VALORISATION WEIGHTING FINAL

BUSINESS MODEL RESTRUCTURING 0.90

SALES INCREASE BY AREA

SALES INCREASE - PRINTING 5% 15% 300% 3 25% 0.750

SALES INCREASE - METALLIC PRODUCTS 5% 3% 60% 1 15% 0.150

STRENGTHENING OF BUSINESS PROFITABILITY 0.75

ASSET PROFITABILITY 5% 6% 120% 3 10% 0.300

ANNUAL EBITDA GROWTH 5% 17% 340% 3 5% 0.150

DISTRIBUTABLE PROFIT GROWTH 5% -1% -20% 1 10% 0.100

STAFF COSTS -5% -4% 80% 1 10% 0.100

ASSETS TO SALES 5% 5% 100% 2 5% 0.100

SOLVENCY >1.2 1.90 158% 3 20% 0.60

FINAL SCORE 2.250

ROUNDED TO ONE DECIMAL POINT 2.3

CURRICULA Estêvão Rodrigues Pires de Moura, PhD

Chairman of the Board of Directors

Date of birth: 26th of September 1953

Place of birth: Santa Margarida da Coutada – Constância, Portugal

EDUCATIONAL QUALIFICATIONS

- Doctorate in Company Organisation and Management - Higher Institute of Economics

and Management (2000);

- Masters Degree in International Relations - Higher Institute of Social Science and

Politics (1989);

- Decree in Economics - Higher Institute of Economics and Management (1981)

MANAGEMENT TRAINING (highlights)

- Senior Management Programme – PADE – AESE School of Business and

Management/University of Navarra

- Management of People Programme – INSEAD, Fontainebleau

PROFESSIONAL EXPERIENCE

- 2008 – [...]: INCM – PORTUGUESE MINT AND OFFICIAL PRINTING OFFICE

Chairman of the Board of Directors

- 2004 – 2008: AIP - PORTUGUESE INDUSTRIAL ASSOCIATION

Head of Human Resources Management and Training and in charge of the General

Secretariat.

- 2001 -2003: IPE – INVESTMENTS AND HOLDING COMPANY

General Secretary (and Company Secretary) and head of Human Resource

Management and Training

- 1999 – 2000: FREELANCE CONSULTANT (Field of Human Resource Management)

Work carried out simultaneously with preparation of doctorate in organisation and

management of companies at the Higher Institute of Economics and Management

(ISEG).

1998 -1999: JOAQUIM DE SOUSA BRITO S.A.

Member of the Board

- 1988 -1998: COMPANHIA DE SEGUROS BONANÇA S.A (INSURANCE COMPANY)

Coordinating Director (Human Resource Management and Training)

- 1980 - 1988: CAIXA GERAL DE DEPÓSITOS

Technical assistant (Human Resource Management)

EXPERIENCE IN EDUCATION

- Lecturing on FORGEP and CAGEP public management training courses at Instituto

Superior de Gestão (2007-2009)

- Lecturing on the Masters Degree Course in Management – University of Évora and

IPS-EG (2008-2009)

- Associate Professor at the Modern University, Lisbon – Department of Management

(2000-2008)

- Coordinator of the “Human Resource Management” module on the “Entrepreneur

Training” course, IFEA-ISEG Institute for Advanced Entrepreneurial Training – Higher

Institute of Economics and Management (2000);

- Lecturing on “Strategic Management of Human Resources” on the post-graduate

course in “Industrial Organisation and Management” at the Lusófona University (2000);

- Coordinator of the Management Course (non-residential) at the Mozambique Higher

Institute of Science and Technology – ISCTEM (1998-2000);

- Certified trainer for the Institute of Employment and Professional Training (1998)

- Lecturing in Social Economy at CESE, Higher School of Management, IPS, (1997-

1998)

- Lecturing on the MBA course at IESF/IFG, Human Resource Management (1994-

1996);

- Lecturing in the “Strategic Management of Human Resources” on the Masters Degree

course of the same title, at ISCTE (1993-1994);

- Head of lecturing for the “Management of Human Resources” module on the post-

graduate course in “Business Management,” organised by INDEG/ISCTE Institute for the

Development of Entrepreneurial Management, for CEFOS – Insurance Training Centre

(1993-1994);

- Assistant chair in Political Economics on the Business Management Course at ISLA -

Higher Institute of Languages and Administration (1986-1988);

- AIP/COPRAI trainer in Staff Training sector 1986/1988 e 1994 (Staff Training for PME

managers, SAM-GEST programme);

- LNETI trainer, for FIQ programmes 1986/1988;

- Trainer for the Commercial and Industrial Association of Funchal (1987). Complete

course on staff management for qualified professionals (200 hours);

OTHER ACTIVITIES

- Member of the Management Team of the Portuguese Association of Human Resource

Managers and Technicians – APG, joining the respective management team in the 2

year period of 1991-1992;

- Member of the Order of Economists;

- Member of the Management Team, National Trade Union for Bank Workers, 1986-

1987;

- Member of the Portuguese Association of Project Managers – APOGEP, with

responsibility for “Human resource projects”, with a seat in the respective management

team;

- Member of the French Human Resources Association – AFGRH (Paris);

- Member of the Centre of European Studies and Documentation – C.E.D.E. /I.S.E.G.;

- Member of the Management Team at the Study Centre for New Social Orientations –

CENOS

- Member of the Management Team, International Solidarity and Development

Association – VITAE

ACADEMIC PUBLICATIONS

- Human resource management – Influences and determinants of performance.

Doctoral thesis, ISEG, Lisbon, 2000, mimeo.

- Euro-Arab Dialogue, Analysis and critique of a regional diplomatic strategy in a crisis

and counter-crisis context.

Masters degree thesis, I.S.C.S.P., Lisbon, 1989, mimeo.

- Mediterranean Politics: the institutional revision process

Seminar for Masters Degree in International Relations, I.S.C.S.P., Lisbon, 1987, mimeo;

- Mediterranean Integrated Programmes.

Seminar for Masters Degree in International Relations, I.S.C.S.P., Lisbon, 1987, mimeo.

3/3

PUBLICATIONS

Books

- Society and Human Resource Management

Lisbon, Edições Sílabo, 1993

- Human Resource Management, Influences and determinants of performance

Lisbon, Edições Sílabo, 2000

- Manual for the Management of People

Lisbon, Edições Silano (2004)

Articles in Books

- Management Model for Non-Profit Organisations based on the Self-diagnostic model,

in Barros C. and Gomes dos Santos, J.C. (ed.) (1997), Non-Profit Institutions and Social

Action in Portugal, Lisbon, Editora Vulgata.

- Mutualism and Solidarity, in Barros C. and Gomes dos Santos, J.C. (ed.) (1998),

Portuguese mutualism: Solidarity and Social Progress, Lisbon, Editora Vulgata.

- Mutualism and Solidarity (collaboration), in Barros C. and Gomes dos Santos, J.C.

(ed.) (1998), Portuguese mutualism: Solidarity and Social Progress, Lisbon, Editora

Vulgata.

- Human Resources, Governance and Cooperativism, in Barros C. and Gomes dos

Santos, J.C. (ed.), (1999), Cooperativism, Employment and Social Economics, Lisbon,

Editora Vulgata.

- Governance and Human Resources in Foundations, in Barros C. and Gomes dos

Santos, J.C. (ed.), (2000), Portuguese Foundations, Lisbon, Editora Vulgata.

- From Worker Management to People Management – Reality, Theories and Paradigms

in Transformation (2001), in Essays in Honour of Rogério Fernandes Ferreira, Ed. ISEG-

UTL.

Articles in High-Circulation Newspapers

- Various articles published in high-circulation newspapers, namely in the weekly

Expresso and in the daily Público (Economy), where, from 1998-2007, he wrote a

fortnightly column on human resource management problems.

Translations of Management Works

- For Edições Sílabo: The Samurais of Management (1993); Best management practice

(1999).

José Inácio Coelho Toscano, M.Sc. Member of the Board of Directors

Date of birth: 19th of September 1948

Place of birth: Maceira - Leiria, Portugal

ACADEMIC AND PROFESSIONAL TRAINING

- Degree in Chemical Engineering - IST – Lisbon Technical University, 1974.

- A year's traineeship in Education Administration and Planning - International Institute of

Education Planning - UNESCO, Paris, 1975-76.

- Various seminars: IFB, IIAP, INA, ISG, UNL, UTL.

Foreign languages: French, English, Spanish.

BIOGRAPHICAL SUMMARY

- 1973/76 Higher Institute for Technology, Lisbon Technical University: Monitor and

Casual Assistant.

- 1976/81 Lisbon Technical University and the Ministry of Education: Senior Technician.

- 1981/85 Committee for Foreign Economic Cooperation, Ministry of Finance: Senior

Technician and Head of Division.

- 1985/89 General directorate of the Treasury, Ministry of Finance: Head of Division

(with a gap in 1987/88).

- 1987/88 Inter-American Development Bank, Washington D. C. USA: Deputy

Administrator.

- 1989/91 Secretary of State for the Treasury, Ministry of Finance: Chair of the Cabinet.

- 1991/00 General directorate of the Treasury, Ministry of Finance: Deputy Director-

general.

- 2000/INCM — Imprensa Nacional – Casa da Moeda, S.A.: Administrator.

- 2002/ MULTICERT — Serviços de Certificação Electrónica, S.A.: Administrator,

representing the INCM, S.A.

- 2002/ CERTIPOR — Sociedade Portuguesa de Certificados Digitais, S.A.:

Administrator, representing MULTICERT.

ADDITIONAL POSITIONS HELD

- 1989/96 GDP-Gás de Portugal, S.A.: President of the Fiscal Committee.

- 1991/93 BEI-European Investment Bank, Luxembourg: Deputy Administrator (non-

resident).

- 1991/97 FCE -Economic Corporation Fund: Member of the Management Council.

ASSOCIATIONS

- Member of the Order Engineers

- SEDES, Association for Economic and Social Development - member of the

Management Council for the two-year periods 1989-91 and 1991-93.

Renato Silva Leitão, M.Sc. Member of the Board of Directors

Date of birth: 4th of August 1946

Place of birth: Arrifana – Feira, Portugal

Member of the Order of Engineers no. 14761


- Degree in Civil IST Engineering from 1975.

- Traineeship in Sweden about Light and Heavy Prefabrication (Report - 1977).

- LNEC- Seminar on the Economics of Building Projects (1980).

- LNEC - Course of Projects / Studies on Fire Safety (1981).

- IST – Seminar - "Sizing and Protection of Structures of Buildings against Fires" (1982).

- LNETI - Course on the Regulation of the Thermal Composition Characteristics of

Buildings (1992).

- INH – Seminar - Review of Contract Prices (1980).

- ENB/DGIES - Classes related to the Project "Behaviour of Construction Materials in

Fires and Hospital Emergency Plans.

PROFESSIONAL ACTIVITIES PERFORMED

- Stability Projects.

- Management of Contracts and Supervision for the State, Public and Private Sectors.

- Consultant in the area of Property Assessment, Expropriation and Safety.

- Opinions and Calculations related to the Review of Contract Prices.

- Presentation of a Report to the 1st Congress of the APAE - Portuguese Association of

Engineering Assessments - The Evaluation and Compensation of Property.

- Participation in Arbitration Tribunal - Mediation and Arbitration of Conflicts between

Companies working in the area of Civil Construction.

- Various Studies and Reports related to the Civil Construction Industry (Industry in Barro

Vermelho, Ytong, Standardisation Documents, waterproofing, Plaster, etc.).

- Study on the "Reorganisation or Reordering of Industrial Spaces in the INCM".

POSITIONS HELD

- Senior Technician for the Ministry of Housing and Public Works (1975-1985).

- Permanent Expert at the Court of Appeals (from 1983).

- Member of the Experimental Analysis Committee C.A.R. / Housing Promotion Fund

(1975-1978).

- Senior Technician.

- Director of the Projects and Works Department for the S.U.C.H/Ministry of Health

(1989-1992).

- President of the S.U.C.H Technical Council/Ministry of Health (1990 - 1992).

- Expo98 Representative in Arbitration Commissions, and for the assessment of the

Expo98 Working Area (1994-1996).

- Department Director at the INCM – Imprensa Nacional Casa da Moeda (1996/98-

2004/05).

- President of the Order of Engineers' Jurisdictional Committee (1996-1999).

- (Executive) President of the SMAS Board of Directors – Sintra Municipal Water and

Sewerage Service - (1998-2002).

- Representative of the Order of Engineers, sitting on Juries for the Tagus Parque

Architecture Project Tendering Processes (2000).

- President of the Order of Engineers' National Fiscal Committee (2003-2007).

- Member of the Committee to Analyse Proposals during the Public International

Tendering Process for the Design and Construction of a Multiuse Building for the

Caldas da Rainha Municipal Chamber (2005).

- President of the Jury for Public Works Tendering Processes.

- Member of the Board of Directors of the Imprensa Nacional – Casa da Moeda

(from 2005).

- Elected Member of the Order of Engineers' Assembly of Representatives (from 2007).

Isabel Maria Duarte Pinto Correia Pereira Neto, M.Sc. Member of the Board of Directors

Date of birth: 20th of July 1947


- From May 2007, Guest Member of the Committee for Financial Guarantees for Exports

and Investment.

- From Nov. 2005, Member of the Board of Directors of the INCM, S.A.

- Feb. 2003- Oct. 2005, Adviser to the Director-general of the Treasury. On the

recommendation of the Ministry of Finance, she attended a completed a Course for

National Defence Auditors, between October 2004 and September 2005.

- Feb.2000-Feb.2003 President of the APAD - Portuguese Agency of Development

Support, the institution that finances the Portuguese policy of cooperation for

development.

- 1996 – 2004 A guest Professor at the Autonomous University of Lisbon (UAL).

- 1999 – 2001 Coordinator and promoter of the Postgraduate Course in "International

Business". Socrates Institute - Autonomous University of Lisbon.

- Feb. 1992-2000 President of the Economic Corporation Fund (FCE), the body that

finances co-operation and investment projects.

- 1990 – 1991 Director-general of the Treasury, whilst undergoing a reform, and Member

of the Treasury Reform Commission.

- 1990 - 1991 Portuguese Representative on the Administration committee of the

"European Council Social Development Fund".

- 1988- 1990 Deputy Director-general of the Treasury, International Affairs section -

External Financing/Management of Public Debt, International Financial Activities.

- 1986- 1988 Director of the General Directorate of the Treasury's External Financing

Service - Equities Market and Multilateral Financial Facilities.

- 1983 - 1986 Head of Division and Service Director of the Committee Foreign Economic

Corporation.

- 1978 – 1982 Head of Division at the General Directorate of Industry.

- 1970 – 1978 Senior Technician for the General Directorate of Industrial Services,

National Institute of Industrial Research and the General Directorate for Chemical and

Metallurgical Industries (Ministry of Industry and Energy).

- 1975 – 1976 Attaché to the Secretary of State for Heavy Industry.

- 1970 – 1975 Assistant at the Higher Technical Institute, Lisbon.

Miscellaneous Information

- Monitoring of several Courses/Seminars on the subject of financial

relations/International sources of finance and international contracting in Lisbon, Porto

and African Countries with Portuguese as their Official Language.


- 1964 – 1970 Course in Chemical-Industrial Engineering, Higher Technical Institute -

University of Lisbon.

- Jan / Feb 1973 course on the "Study and Evaluation of Investment Projects" INII, Lisbon.

- Feb / Mar 1980 Course on "Evaluation of Industrial Projects", Professors Aníbal Santos,

Amado da Silva and Diogo Lucena, Lisbon.

- August / Sep. 1987 “Financing Sources and Techniques Seminar” International Law

Institute, Georgetown University, Washington.

- Other 1987 “Tokyo Capital Market Seminar”, Industrial Bank of Japan (IBJ), Tokyo.

Miscellaneous Information

- Participation in national and international Conferences, Seminars, Missions and

Meetings.

- Participation, as a representative of the Portuguese State, in General Assemblies of

several Multilateral Financial Institutions (FMI/BM, BEI, BAfD, BERD e BAsD).

- Has written and collaborated with several studies and works of a technical nature.

ADDITIONAL TRAINING

First Language – Portuguese

Foreign languages

Spoken and written English - good

Spoken and written French- good

IT Knowledge - Normal, as a user.

OTHER ACTIVITIES

Volunteer Activities

- Member of the Management of the ANDC - National Association for the Right to

Credit, project supported by the IEFP - Institute of Employment and Professional

Training.

- Participation in several social-political-cultural initiatives. Hobbies - photography,

gardening and cycling.

Pedro Garcia Cardoso, M.Sc. Member of the Board of Directors

Date of birth: 13th of November 1970

ACADEMIC TRAINING

- Degree in Law, 1996

PROFESSIONAL TRAINING

- Traineeship in Jones Lang LaSalle real estate consultancy (Madrid), 1999

- Conference held by Jones Lang LaSalle (Madrid), on “Communication and Image”,

2000.

- Management seminar – Jones Lang LaSalle (Toledo), on “Characteristics of

Differentiation”, 2001.

- Training course in Real Estate Marketing and Management – Jones Lang LaSalle

(Madrid), 2002.

- Management seminar – Jones LaSalle (Barcelona), 2002.

- MBA – Master of Business Administration, 2006/2007.

- Seminar on “People Management in Microsoft” (Leadership), 2007.


- 2008 – [...] – Member of the Board of Directors at INCM, S.A.

- 2004 and 2007 – Assistant in the European Parliament.

- 2002 and 2004 – Managing duties at the hotel and real estate firm JBG, SA.

- 1999 and 2002 – Consultant at Jones Lang LaSalle (Commercial and real estate

management)

OTHER ACTIVITIES

- 1999 – Member of the Portuguese Bar Association (Lisbon Delegation)

- 1996 and 1999 – Judicial involvement as a trainee Lawyer and then as a Lawyer.

F. Internal organisation and Organic structure

For the organisation of INCM, S.A. it has been deemed an essential prerequisite to

create a decentralised managerial head office, combining a high level of worker

involvement and effective management participation. Thus it assures a sustainable

operating and financial situation, achieving the necessary results to ensure that all

operations run well, whether they are profit making or non-profit making, and aims to

retain a transparent position in its dealings with markets and customers, above all with

those of a State nature.

The organic structure of INCM, S.A. takes the following form:

LEGEND: SCA – Secretary of the Board of Directors

E&D – Strategy and Development

DJU – Legal Department

GAI – Internal Auditing Office

QSA – Quality, Environment, Occupational Safety and Health Office

MUS/CDI – Museum/Documentation and Information Centre

DCC – Assay Offices Department

DGF – Graphic Department

DMM – Coins and Metallic Products Department

DAP – Production Support Department

DSI – Information Systems Department

DED – Publishing Department

DCO – Commercial Department

DRH – Human Resources Department

DFI – Financial Department

DCP – Purchasing Department

G. Salaries for members of corporate bodies Auditor Salaries paid to the Official Auditor, Eugénio Cristóvão C. Ferreira da Costa, M.Sc.

during the year 2008: €15,000.

Eugénio Costa, M.Sc. was named as statutory auditor for the three year period

2008/2010 by a written Unanimous Corporate Decision on the 30th of April 2008.

Corporate bodies – Board of directors (Current Board)

in Euros

Estevão

Moura, PhD (1)

José Toscano,

M.Sc.

Renato

Leitão, M.Sc.

Isabel Neto,

M.Sc.

Pedro Cardoso,

M.Sc. (1)

1. Salary

Basic salary 56,397 75,042 75,426 74,442 48,208

Accumulation for management functions - - - - -

Complementary salary - - - - -

Management premiums - 16,667 16,667 16,667 -

Other (subsistence allowance, relocations cost) 915 605 363 3,889 -

2. Other privileges and payments

Telephone usage costs 556 2,183 653 1,953 209

Acquisition value, by the company, of a

company vehicle

(3) (4) 35,349 (2) 10,354 (2) 10,347 (3)

Company vehicle fuel 1,889 1,681 2,161 2,168 1,074

Travel allowance N/A N/A N/A N/A N/A

Meal allowance N/A N/A N/A N/A N/A

Other

3. Social benefit charges

Obligatory social security 11,393 5,311 14,219 5,999 10,079

Complementary retirement plans N/A N/A N/A N/A N/A

Health insurance N/A N/A N/A N/A N/A

Life insurance N/A N/A N/A N/A N/A

Other

Additional Information

Original salary option No No No No No

Social Security System Indication RGSS CGA RGSS CGA RGSS

Complies with no. 7 of RCM 155/2005 Yes Yes Yes Yes Yes

Year the vehicle was acquired by the company 2005 2003 (2) (2) 2003

Uses the option to acquire the company’s

vehicle

No No No No No

Usufruct of house inherent to the function No No No No No

Performs paid functions outside the group No No No No No

Other

(1) Values regarding the period between May and December 2008.

(2) Vehicles used under a Rental contract. The value shown is the monthly rental in 2008.

(3) Carried over from the previous Board.

(4) Vehicle acquired under a Leasing contract in 2003.

(Members from the previous Board)

in Euros

António Braz Teixeira, M.Sc. João António Esteves Pinto, M.Sc. (1)

1. Salary

Basic salary 31,067 26,698

Accumulation for management functions - -

Complementary salary - -

Management premiums 19,518 16,667

Other (subsistence allowance, relocations cost) - -

2. Other privileges and payments

Telephone usage costs 429 1,032

Acquisition value, by the company, of a company

vehicle

(1) 40,573 (2) 35,349

Company vehicle fuel 504 972

Travel allowance N/A N/A

Meal allowance N/A N/A

Other

3. Social benefit charges

Obligatory social security - -

Complementary retirement plans N/A N/A

Health insurance N/A N/A

Life insurance N/A N/A

Other

Additional Information

Original salary option No No

Social Security System Indication CAFEB CAFEB

Complies with no. 7 of RCM 155/2005 Yes Yes

Year the vehicle was acquired by the company 2005 2003

Uses the option to acquire the company’s vehicle No No

Usufruct of house inherent to the function No No

Performs paid functions outside the group No No

Other



H. Sustainability of the company in the economic, social and environmental areas

The INCM, S.A. approach to sustainable development lies fundamentally in the following

four areas: economic, social, environmental and company administration. The

sustainability model takes into account the interdependency which exists between these

areas and the performance levels of the indicators which characterise them. It can be

expressed as follows:

Economic

In the pursuit of sustainability, INCM adopts the three following axioms in its economic

aspect:

1. A certain solidarity exists between the company and the community to which it

belongs, implying that the company is, in a sustained way, profitable.

2. The company is free and functions independently, that is to say responsibly. This

implies that its growth rate is identical to that of the business sector it is in.

3. As the principal objective of the company is longevity, the company is obliged to

create wealth in a continuous and sustainable manner.

The rate of return on equity grew by 25%, placing it at 5.5% of company equity.

In terms of growth, there has been a decrease of almost 8% in Gross Value Added,

in line with that which must have been experienced in the economic business sector

that INCM belongs to. In this way, it is not possible to assess sustainability

optimisation as the two rates aren’t the same. The reason for this is linked to the

company business model alterations which took place about two and a half years

ago.

The purchasing of goods and services has reached a value of 26 million Euros.

Income from products (goods or services) produced has reached a value of 69.5

million Euros.

Staff costs (payroll) stand at 30 million Euros, demonstrating a downward trend.

Competition capacity, measured by actual productivity, has behaved positively,

having grown by around 6.5%.

Finally, the economic value generated was split, with 80% being distributed amongst

the various entitled entities and the remainder being retained by the company, thus

favouring the necessary conditions for growth.

Social

In the social aspect, human capital has decreased significantly in number, settling at the

end of the year at 767 workers. As a long term policy, INSM tries to strike a balance

between human capital directly linked to value added (approximately 77%) and the level

of difficulty in substitution (approximately 50%).

INCM, S.A. directly and indirectly supports its workers, whether active or not (retired, in

receipt of company pension) through Social Services. This support includes Managed

Healthcare or Free Healthcare (non-managed), given that for those workers in the Caixa

Geral de Aposentações (Pension Fund) scheme, part payment for medication and use of

National Health Care services will be taken into account. The total net amount is

approximately 1.5 million Euros.

Creativity has been somewhat incentivised but, as yet, the results are slim.

Company Management

As for the section regarding the Board of Directors, issues revolve around the pursuit of

innovation, the establishing and practise of business values and principles, and in the

application of risk management methods.

The values and principles which govern life at INCM, SA are the following:

a) In relation to Business Culture, the leadership develops the ability to create value.

Total openness to change is a permanent characteristic. Loyalty and rigour in day to

day life, leading to professionalism in applied management practices. Indispensable

transparency in the assessment of the state of business.

b) Concerning Social Responsibility, in terms of Ethics, forming bonds with outside

bodies, chosen for reasons of honesty, integrity and transparency, prohibiting any

form of corruption. Conscience in its social aspect, strengthening cooperation with

the cultural institutions which belong to the same environment as the company.

c) In relation to responsibility towards workers, or rather, security provided by a working

environment which actively prevents health and work risks and, also, professional

development by means of appropriate internal career training and education.

Environment

Regarding the environmental aspect, although INCM, S.A. has a reduced impact on

living and non-living systems (including all ecosystems), it monitors its environmental

performance through indicators of efficient energy use in its products and services.

I. Evaluation of how well the Principles of Good Management are being adhered to

A system is in place to permanently provide the Shareholder with information about the

evolution of the financial year's real results and how they are obtained. Also in place is a

permanent and detailed flow of information about how well the company's budgeting

objectives are being met.

The results obtained in 2008 are in accordance with those forecast in the corresponding

Economic-Financial Plan.

The follow-up reports produced by the monitoring agency, along with the excellent level

of relationships in place with all of the parties who are “interested” in the company

(stake-holders), are evidence of positive performance in the area of Good Management

of the company.

J. Code of Ethics

A code of ethics is currently being analysed and discussed internally.