Transparency Report 2011

Body: 
  1. Introduction and Background:

This Transparency Report for the year 2011 ended on the December 31 is presented by Pontes, Baptista & Associados, SROC, Lda (hereinafter only PBA) on the terms and for the purposes of Article 2 of Decree-Law No. 225/2008, of November 20 and Article 62 of the Staff Regulations of the Order of Statutory Auditors, approved by Decree-Law No. 224/2008 of 20 November.

  1. Values and Commitment:

With professional rigor and independence, offer opinions generate credibility and propose value-added solutions and enhancing security in decision making through the provision of auditing and consulting services, respectively.

Our philosophy is based on principles that allow us to act in each moment fulfill our mission. Each work is a single undertaking.

  1. Legal Structure, Ownership and Corporate

The Pontes, Baptista & Associados, S.R.O.C., NIPC 507.970.241, is a lmited society, founded in 2006, enrolled since that date in the list of Statutory Auditors Firms on the number 209.

The company has offices in Chiado, Rua Alecrim nº 26, Piso 1, Escritório 4, in Lisbon (Headquarter) and in Rua Porto de Mós, lote 20, 2º in Leiria.

The share capital is EUR 11.0000 and is distributed by the following partners:

 

Partners

ROC Nº

Quotas

Sérgio Leonel Pinto da Costa Pontes

1.180

4.000

Luís Fernando da Costa Baptista

1.198

4.000

Daniela Alexandra Santos Monteiro

1.214

1.000

Paula Alexandra Vieira Garcia Martinho

1.417

1.000

Pontes, Baptista & Associados, SROC, Lda

 

900

Marta Inês da Silva Cristovão

 

100

The proportion of capital held by shareholders ROC is 90.91%, corresponding to 10,000 euros, the company itself is of 8.18%, corresponding to 900 euros, and by partner non-ROC is 0.91%, corresponding to 100 euros.

The Company's core business is to provide specialized professional services in the field of legislation Statutory Auditors, in particular the provision of statutory audit, auditing the accounts and related services to companies, or other entities. The subject also includes the exercise of any other functions that the law demand the intervention itself and autonomously of reviewers on certain acts or facts of companies or other entities, plus any other functions of public interest law confers. The company has also engaged in rendering professional services consultancy Tax and Management consultancy.

In addition to the partners and collaborators Statutory Auditors, the company has seven employees to its services, some in training and / or stage for ROC.

  1. Connection to a Network

The PBA is not a memebr of any international network of auditors, as defined by the International Federation of Accountants. But is correspondent in Portugal of Geneva Group International (GGI), a global network of independent corporate auditors and consultants. Indeed, the PBA is the Portuguese independent member of GGI, brand under which many independent firms scattered throughout the world collaborate to provide audit, tax consultancy, consulting and corporate finance to several thousands clients from various sectors. These entities are member firms of Geneva Group International AG (GGI), an entity governed by Swiss law, they don't provide her own services to customers.

Each member firm provides services in a particular geographic area and is subject to the laws and professional regulations of the country in which it operates. The Geneva Group International AG (GGI) and the member firms are legally distinct and separate entities, not being able to force each other. The Geneva Group International AG (GGI) and each member firm are only liable for the acts and omissions of their own.

Each member firm operates under its own name, using the brand AG Geneva Group International (GGI). Each member firm is structured differently in accordance with their national laws, prefessional codes, habits and other factors, and may carry on business in their respective geographic areas through subsidiaries, affiliates or other entities.

  1. Internal Quality Control:

The internal system of quality control adopted complies with the recommendations of the International Standard on Quality Control 1. The system establishes internal rules, ensuring that all work is performed in accordance with high quality standards, assuming the partners overall responsibility for compliance.

The final quality control check referred to in Article 68 of the Statute of the Order of Statutory Auditors was held in 2011, with reference to the year 2010. The quality control asn't pointed out any deficiencies, the result being positive.

The key elements of the quality system are:

  1. The use of computer tools tailored to the needs and level of complexity of the work and clients;
  2. The use of common methodology in the various works in compliance with the guidelines for review / audit of OROC;
  3. A training plan, which includes matters relevant to the profession and to sensitize all employees of the Society for the importance of a system of quality control, ethics, independence and integrity;
  4. A policy of recruitment and staff training, which ensures the hiring of skilled graduates and their professional development and ongoing technical.

Annually, all employees send and sign a declaration confirming the absence of conflicts of interest and the knowledge of the professional standards of ethics and professional ethics, quality control and assurance of confidentiality.

They also confirm that they are aware of the internal rules of operation and are making strict compliance with the same.

The acceptance of a client requires a prior analysis of their activity, size and risk by members of the Society.

The development work is organized so as to respect all the principles and professional standards and regulations, and to ensure an appropriate conclusions and reporting.

The issues significant to examine the various papers identified during the planning, execution and conclusion are discussed internally, the same also being discussed and reported as considered appropriate to customers.

The work is documented in workbooks, which are organized and kept on file in accordance with the applicable professional standards and regulations and the statutory period.

The human resources policy allows the Company to have enough staff, competent and qualified to perform the work in accordance with professional standards, laws and regulations, and to issue appropriate reports.

The selection of employees is based on a preliminary assessment based on tests and interviews. Their integration is subject to close monitoring during which they are instilled values ​​of the profession and the public interest of the profession. Her professional development is promoted through continuing education related to teamwork and the actions of regular internal training and punctual external training. The internal development of employees regarding a hierarchy with multiple levels and career advancement is made in accordance with the degrees of experience and demonstrated performance.

All employees use and document your work on personal laptops, which were set on IT tools, essential to carrying out the work.

The management of PBA confirms the effectiveness of the internal control system established. Inspections of the workbooks, the crossings of information between the relevant internal ROC and joint meetings with employees to discuss the issues on the works, allow quick identification, communication and resolution of any deficiencies in the quality of work.

The efficient functioning of this internal control system is verified through various procedures and provides recommendations appropriate to the circumstances.

  1. Governance Structure

The company is managed by its four managing partners and is bound by the signature of one of them for matters of minor importance, requiring the signatures of at least two of them to compel Company in other acts.

The operational management of the company is distributed over responsibilities assigned to each of the managing partners as defined in the handbook of quality control.

All employees are subject to a process of annual evaluation of its performance based on objective criteria adopted for this purpose.

  1. Policies and pratcticies of independence

The PBA has formalized on the Manual of Quality Control procedures to ensure the independence, objectivity and integrity of the Company, its shareholders and its employees in the work, as recommended in auditing standards (Article 68 of the Staff Regulations of Statutory Auditors) and other legislation.

Partners and employees perform their duties with absolute professional independence, outside any pressure, especially the result of personal interests or third parties which result, directly or indirectly, a decrease of their freedom and ability to formulate a fair opinion and free on the work in question.

Under these circumstances, we confirm that the practices of independence regarding the Company, shareholders and employees are properly adopted and safeguard the provisions of the applicable laws and regulations.

The PBA stop immediately any activity, interest or relationship that create threats to independence, or refuse to accept or continue the job when the threats can not be eliminated or even with appropriate safeguards, it is possible to reduce them to an acceptable level.

  1. Policies and practices in the training of partners and collaborators participating in audits

The PBA establishes an annual training program upon the needs and training disclosed by OROC and others. These trainings are intended to ensure the updating of knowledge of all partners and employees of the Company.

It has also been the company's policy to comply with established laws and regulations relating to training.

  1. Financial Information:

The turnover of 2011 PBA divided up as follows:

 

Nature

Values

Statutory Auditing

345.200

Related Services provided by Law

37.446

Consulting

155.354

Formation

54.835

Other Services

8.981

  1. Partners revenue

The partners revenue is in function of the contribution of each partner on the Society activities.

  1. Listing of public interest entities:

Unidade Local de Saúde de Castelo Branco, E.P.E

  1. Declaration of efficient functioning of the internal control system of quality

In accordance with the provisions of subparagraph e) of paragraph 1 of Article 62. A of Decree-Law no. 487/99 of November 16, in the version amended by Decree-Law n. 224 / 2008, of 20 November, we declare the effectiveness of the internal quality control of the Company.

  1. Declaration of the practices of independence:

In accordance with the requirements of paragraph g) of n. 1 of Article 62-A of Decree-Law No. 224/2008, of 20 November, the Bridges, Baptista & Associados, SROC, Lda proceeded to conduct a internal review of independence compliance practices and declares that professional practices adopted by the firm and its partners and employees had achive the duty to safeguard independence laid down in Article 68-A of the above mentioned Decree-Law.

Lisbon, January 5, 2012

Pontes, Baptista & Associados

Statutary Audit Firm

Represented by:

Sérgio Pontes, ROC n.º 1.180

Luís Baptista, ROC n.º 1.198

Daniela Monteiro, ROC n.º 1.214

Paula Garcia, ROC n.º 1.417

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