Governance Model

Corticeira Amorim has adopted what is commonly known as the Anglo-Saxon model of corporate governance, consisting of a Board of Directors that includes within it an Audit Committee made up entirely of independent members and a statutory auditor.

This model was proposed by the Board of Directors and approved by the General Shareholders' Meeting held on April 23, 2021. It promotes:

• Greater agility, increased proximity and better monitoring, thereby enhancing the company’s effectiveness and efficiency, as well as improving its management and internal inspection capabilities as a result of having an oversight body within the Board of Directors;
• Greater diversity (of academic training, skills, gender, ages, professional experiences) within the Board of Directors and, above all, independent views with the capacity to see the business from new perspectives, thus contributing to Corticeira Amorim’s value creation and sustainability.

In line with the best governance practices, a group of areas and processes was also created in the form of specialised internal committees:

• A Risk Committee; and
• An ESG (Environmental, Social and Governance) Committee.

These committees are chaired by independent, non-executive directors (members of the Audit Committee) and are mainly composed of members of the corporate bodies of Corticeira Amorim.

Additionally, upon proposal by the Board of Directors, the Shareholders' General Meeting held on April 28, 2023, decided to set up an Appointments, Evaluation and Remuneration Committee, under the terms set out in article 399 of the Portuguese Commercial Companies Code and in the Articles of Association of the Company, appointed by the General Meeting and composed entirely of independent members.

Corticeira Amorim’s adoption of this corporate structure will enhance its long-term growth and profitability, in harmony with the long-term interests of all its stakeholders, by:

• Taking into account the social interests and roles of all stakeholders in order to maximise the company’s performance and sustainability, and by encouraging all stakeholders to participate in the life of the company;
• Establishing corporate rules and good practices that provide a structure for the company's management and its relationship with its respective stakeholders, thus guaranteeing high levels of transparency, professionalism and competence;
• Ensuring that the interests of the whole organisation are aligned, namely those of the company’s shareholders, governing body members, directors and other employees; and
• Fostering the efficiency and competitiveness of Corticeira Amorim.