ANNUAL REPORT ‘12
CORPORATE GOVERNANCE AND COMPLIANCE
126
a risk-oriented strategic plan was developed, using a
structured approach.
The internal auditing extends to all the Group com-
panies to promote the sustainability of the business
and the continual improvement of performance by an
appropriate internal monitoring system, based on
systematic risk management assessment.
In 2012, an independent quality evaluation of the
internal audit procedure was carried out, to ensure
better alignment with good practices and international
standards.
As a state-owned company, ANA, S.A. is subject
to systematic supervision by such entities as the
Court of Auditors and the General Tax Inspectorate.
In 2012, the company was inspected or audited four
times, in a range of areas that included the quality
of expenditures, compliance with the principles of good
corporate governance and the acquisition of goods and
services.
13.2.5_External auditors
Even though it is not legally obliged to do so, the ANA
Group has contracted the services for external audits
to an independent entity to examine the company and
Group financial statements.
Within the framework of the contracted services,
even though the external auditors do not express an
opinion about the structure of internal monitoring,
they do highlight, whenever relevant, any short-
comings as well as any errors or irregularities that have
been detected.
The external audit services were contracted to
PricewaterhouseCoopers & Associados, SROC, Ltd. and
the fees paid in 2012 for their services amounted to
€21,600. External audit services are also contracted
whenever the specific nature of specialised areas and
the size of the intended sample makes it necessary.
In 2012 no external audits were held.
Fiscal auditing services were also contracted to FSO -
F.S. Oliveira Consultores, Ltd., whose fees amounted
to €78,299.55 and to PricewaterhouseCoopers &
Associados, SROC, Ltd, as part of the implementation
of IFRIC 12, in the amount of €15,000.
13.2.6_Distribution of dividends
The necessity of maintaining a balanced capital struc-
ture in order to minimize the present shortage of
liquidity, induced the ANA, S.A. Board of Directors to
propose to the shareholder a policy of contention in
terms of the distribution of dividends, with a view to
ensuring the company’s capitalisation. But due to the
need to contribute to the effort to consolidate the
public accounts, 95% of the 2011 profits were used
for the distribution of dividends.
At the ANA, S.A. Annual General Meeting, held on 28
May 2012, the shareholder approved the following
application of results:
• Legal reserve at the amount of €1,326,241.73
(corresponding to 5% of the net profit);
• Distribution of dividends at the amount of
€25,198,592.87 (corresponding to 95% of the
net profit).
In June 2012 dividends amounting to €25,198,592.87
were paid, corresponding to a dividend per share of
€0.63, raising the average pay-out ratio for the past 3
years to 72% of ANA, S.A.’s net profit. This compares
with 57% the year before and 50% in 2010.
13.2.7_Relevant transactions with related entities
This information has been provided in Note 48 of the
annual accounts.
13.2.8_Procedures adopted with regard to the
acquisition of goods and services
Pre-contractual procedures have been adopted for
