Powers and Operation
Powers
The Audit Board is entrusted to exercise supervisory functions of the Company’s business in sixkey areas, pursuant to Article 420 of the Commercial Companies Code:
- supervising the Company’s activity;
- controlling the Company’s financial information;
- monitoring of internal systems of risk management, internal control and internal audit;
- receiving and dealing with complaints of irregularities;
- propose the election of the statutory auditor to the General Shareholders Meeting;
- supervising the statutory auditor´s independence, mainly concerning the provision of additional services.
In addition, the powers of the Audit Board include, pursuant to Article 19 of By-laws, the appointing or dismissing the Company's external auditor;
As a listed company, Galp’s Audit Board has also the powers provided by Article 3 of the Law no. 148/2015 (Legal Regime of Audit Supervision), as follows:
- informing the Board of Directors of the results of the statutory audit of the accounts and explain the way in which it contributed to the integrity of the preparation process and financial information disclosure, as well as the role that the supervisory body had in such process;
- monitoring the process of preparation and disclosure of financial information and presenting recommendations or proposals to guarantee its integrity;
- supervising the efficiency of the systems of internal quality control, risk management and internal audit, in what respect the process of preparation and disclosure of financial information, without violating its independency;
- monitoring the statutory audit of the annual individual and consolidated accounts, particularly its execution, considering eventual findings and conclusions of the Portuguese Securities Market Commission (CMVM - Comissão do Mercado de Valores Mobiliários), as the competent authority for the audit supervision; and
- verifying and monitoring the independence of the statutory auditor or audit firm in accordance with the law and, in particular, verifying the adequacy and approving the provision of other services beyond the auditing services.
Operation
The rules on the operation and organisation of the Audit Board are set out in the Audit Board Regulations.
The Audit Board shall meet at least every quarter.
The Audit Board can only meet with the majority of its members attending, and the respective resolutions must be approved by a majority of the votes cast.
In 2022, the Audit Board held 15 meetings.