Investors

Corporate Governance
Board of Directors


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
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 DirectorsJorge 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 DirectorsMaria ​Cláudia Teixeira de Azevedo
Member of Board of DirectorsAna Rita Ferreira Rodrigues
Member of Board of DirectorsCristina Maria de Jesus Marques
Member of Board of DirectorsEduardo António Salvador Verde Rodrigues Pinho

 

Executive Committee

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
Remuneration Committee

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
​​ChairmanJoão Nonell Günther Amaral
​​MemberMário Filipe Moreira Leite da Silva
Internal Committees

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
ChairwomanMaria 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
PresidentAntónio Bernardo Aranha da Gama Lobo Xavier
MemberJosé 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
ChairmanÂngelo Gabriel Ribeirinho dos Santos Paupério
MemberJoão Pedro Magalhães da Silva Torres Dolores
MemberAna 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
ChairmanJoão Pedro Magalhães da Silva Torres Dolores
MemberÂngelo Gabriel Ribeirinho dos Santos Paupério
MemberAna Rita Ferreira Rodrigues
MemberCristina Maria de Jesus Marques
Board of the General Meeting

The Board of the General Meeting of NOS, SGPS, SA, comprises the following members:

 Members
ChairmanAntónio Agostinho Cardoso da Conceição Guedes
Secretary​Maria Daniela Farto Baptista Passos
Statutory Independent Audit Board


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.

Statutory Independent Audit Board Regulations

 Member
ChairmanJosé Pereira Alves
Member​Paulo Cardoso Correia da Mota Pinto
MemberPatrícia Andrea Bastos Teixeira Lopes Couto Viana
Alternate MemberAna Luísa Nabais Aniceto da Fonte
Statutory Auditor

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 and General Secretary

 

Company Secretary: Francisco Magalhães Gonçalves Sousa Nazareth

Alternate Company Secretary: Joana Vitorino Mendes


Legal Identification
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.

Articles of Association

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.

Code of Ethics

Consult here the Code of Ethics of NOS, SGPS, SA

Reporting Irregularities

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:

Governance Report

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