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ANNUAL GENERAL MEETING OF PORTUCEL, S.A. 29 APRIL 2015 PROPOSAL RELATING TO ITEM 6. ON THE AGENDA Considering that the current company officers were elected for a term ending 31 December 2014, it is proposed that the following persons be elected for the next four-year term ending 31 December 2018: General Meeting: Chairman: Francisco Xavier Zea Mantero Secretary: Rita Maria Pinheiro Ferreira Soares de Oliveira Audit Board: Chairman: Miguel Camargo de Sousa Eiró Full Members: Duarte Nuno d'Orey da Cunha Gonçalo Nuno Palha Gaio Picão Caldeira Alternate Member: José Manuel Oliveira Vitorino Board of Directors: Chairman: Pedro Mendonça de Queiroz Pereira Vice-Chairmen: Diogo António Rodrigues da Silveira Luís Alberto Caldeira Deslandes Directors: Adriano Augusto da Silva Silveira António José Pereira Redondo Francisco José Melo e Castro Guedes José Fernando Morais Carreira de Araújo José Miguel Pereira Gens Paredes Manuel Soares Ferreira Regalado

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Page 1: ANNUAL GENERAL MEETING OF PORTUCEL S.A.web3.cmvm.pt/sdi2004/emitentes/docs/CONV54740.pdf · ANNUAL GENERAL MEETING OF PORTUCEL, S.A. 29 APRIL 2015 PROPOSAL RELATING TO ITEM 6. ON

ANNUAL GENERAL MEETING OF PORTUCEL, S.A.

29 APRIL 2015

PROPOSAL RELATING TO ITEM 6. ON THE AGENDA

Considering that the current company officers were elected for a term ending 31

December 2014, it is proposed that the following persons be elected for the next four-year

term ending 31 December 2018:

General Meeting:

Chairman: Francisco Xavier Zea Mantero

Secretary: Rita Maria Pinheiro Ferreira Soares de Oliveira

Audit Board:

Chairman: Miguel Camargo de Sousa Eiró

Full Members: Duarte Nuno d'Orey da Cunha

Gonçalo Nuno Palha Gaio Picão Caldeira

Alternate Member: José Manuel Oliveira Vitorino

Board of Directors:

Chairman: Pedro Mendonça de Queiroz Pereira

Vice-Chairmen: Diogo António Rodrigues da Silveira

Luís Alberto Caldeira Deslandes

Directors: Adriano Augusto da Silva Silveira

António José Pereira Redondo

Francisco José Melo e Castro Guedes

José Fernando Morais Carreira de Araújo

José Miguel Pereira Gens Paredes

Manuel Soares Ferreira Regalado

Page 2: ANNUAL GENERAL MEETING OF PORTUCEL S.A.web3.cmvm.pt/sdi2004/emitentes/docs/CONV54740.pdf · ANNUAL GENERAL MEETING OF PORTUCEL, S.A. 29 APRIL 2015 PROPOSAL RELATING TO ITEM 6. ON

Nuno Miguel Moreira de Araújo dos Santos

Paulo Miguel Garcês Ventura

Ricardo Miguel dos Santos Pacheco Pires

Remuneration Committee:

José Gonçalo Ferreira Maury

João Rodrigo Appleton Moreira Rato

Frederico José da Cunha Mendonça e Meneses

Lisbon, 03 April 2015

The Shareholder,

SEMAPA – SOCIEDADE DE INVESTIMENTO E GESTÃO, SGPS, S.A.

Page 3: ANNUAL GENERAL MEETING OF PORTUCEL S.A.web3.cmvm.pt/sdi2004/emitentes/docs/CONV54740.pdf · ANNUAL GENERAL MEETING OF PORTUCEL, S.A. 29 APRIL 2015 PROPOSAL RELATING TO ITEM 6. ON

FRANCISCO XAVIER ZEA MANTERO

Qualifications: Graduated in law from the Faculty of Law, University of Lisbon.

Management office held in companies:

o Chairman of the Management Board and Vice-Chairman of the General

Council of ELO - Associação Portuguesa para o Desenvolvimento Económico

e a Cooperação;

o Chairman of the Shareholders' General Meeting of Semapa – Sociedade de

Investimento e Gestão, SGPS, S.A.;

o Vice-Chairman of the Business Confederation of the Community of

Portuguese Speaking Countries (CPLP);

o Member of the Board of Directors of the European Business Council for Africa

and the Mediterranean (EBCAM);

o Member of the “Development Policy” Working Party of Business Europe,

representing the CIP-Confederação Empresarial de Portugal;

o Member of the Strategic Board of SOFID - Sociedade para o Financiamento

do Desenvolvimento, Instituição Financeira de Crédito, S.A.;

o Trustee of the Fundação Portugal África;

o Member of the Advisory Council of the Higher Institute of Agronomy, Lisbon

Technical University;

o Member of the Steering Committee of the Instituto de Investigação Científica

Tropical;

Other Companies / Entities:

o Executive Director of SOFID-Sociedade para o Financiamento do

Desenvolvimento, Instituição Financeira de Crédito, S.A..

Shares in Portucel, S.A.: Holds no shares in Portucel, S.A.

Lisbon, April 2015

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RITA MARIA PINHEIRO FERREIRA SOARES DE OLIVEIRA

Qualifications: Graduated in law from the Faculty of Law, University of Lisbon,

July 1976. Masters in Health Management and Economics from Harvard School

of Public Health, Boston, USA. Health Management Course – Faculty of

Medicine, University of Lisbon.

Management office held in companies:

o Chairman of the Shareholders' General Meeting of Portucel, S.A.

Other Companies/ Entities:

o Production Manager of Hospital da Luz, Lisbon, since 2007, with

responsibilities for managing several areas (clinical, surgical and

oncology);

o Officer of the General Meeting of Semapa – Sociedade de Investimento

e Gestão, SGPS, S.A.;

o Director / Executive Manager of IRIO - Instituto de Radiologia Dr. Idálio

de Oliveira, S.A;

o Director / Executive Manager of FINAFIS – Consultores Associados,

S.A.;

o Officer of the Shareholders' General Meeting of Semapa – Sociedade

de Investimento e Gestão, SGPS, S.A.;

o Officer of the Shareholders' General Meeting of Espírito Santo Viagens

– Consultoria e Serviços, S.A.;

o Officer of the Shareholders' General Meeting of Top Atlântico – Viagens

e Turismo, S.A.;

o Officer of the Shareholders' General Meeting of Top Atlântico DMC –

Viagens e Turismo, S.A.;

o Officer of the Shareholders' General Meeting of Companhia de Banhos

de Vizela, S.A.;

o Curator of Fundação Ernesto Roma

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

Page 5: ANNUAL GENERAL MEETING OF PORTUCEL S.A.web3.cmvm.pt/sdi2004/emitentes/docs/CONV54740.pdf · ANNUAL GENERAL MEETING OF PORTUCEL, S.A. 29 APRIL 2015 PROPOSAL RELATING TO ITEM 6. ON

MIGUEL EIRÓ

QUALIFICATIONS

Graduated in Law, University of Lisbon, 1971.

Registered with the Portuguese Bar Association since 28 June 1973.

Official Industrial Property Agent.

Course in mediation, organized by the Ministry of Justice.

ACTIVITIES

Has practised law without interruption since graduating in 1971, currently as partner and

director of Correia Moniz & Associados – Sociedade de Advogados RL.

Military Service in the Navy from 1972 to 1975 as Legal Officer.

Has worked for public and private companies, Portuguese and international, both as legal

consultant and in management.

Arbitrator at the Automobile Disputes Conciliation Centre since 2004.

Arbitrator in “ad hoc” disputes and in disputes in Portuguese Bar Association Arbitration Centre

(later National Professional Council) and in Lisbon Commercial Arbitration Centre.

OFFICE HELD

Director of BRISA – Auto Estradas de Portugal, 1975 to 1980.

Member of the Lisbon District Board of the Bar Association, 1982-1984.

Member of the Management Board of the Bar Association’s Voluntary Arbitration Centre, 1997

to 1999.

Member of the General Board, Bar Association, 1999/2002 and 2002/2004.

Head of the Portuguese delegation to the CCBE – Council of Bars and Law Societies of Europe,

1999 – 2002 and 2004.

Chairman of the National Professional Council, 2001 to 2004.

Member of the Economic and Social Council, 2001 to 2004.

Vice-Chairman of the General Meeting of CIMIGEST, SGPS, S.A. from 2005 TO 2012.

Member of the Audit Board of SEMAPA – Sociedade de Investimento e Gestão, SGPS, S.A.

2006-2009 and 2010-2013.

Member of the Audit Board of PORTUCEL, S.A. 2007-2010 and 2011-2014.

Member of the Audit Board of SECIL – Companhia Geral de Cal e Cimento, S.A. 2012-2015.

LANGUAGES: Portuguese, English and French.

AREAS OF LAW: Mediation and arbitration, civil law, business law, administrative law and

industrial property law.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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DUARTE NUNO D’OREY DA CUNHA

Professional qualification:

Graduated in Finance from the ISCEF in1965

Corporate Office hold:

SEMAPA – Sociedade de Inv. e Gestão, SGPS, S.A.. .............. Member of the Audit Board

PORTUCEL, S.A.. ....................................................................... Member of the Audit Board

SECIL – Companhia Geral de Cal e Cimento, S.A. ................... Member of the Audit Board

VÉRTICE – Gestão de Participações, SGPS, S.A. .................... Director

Corporate office held over the last five years:

BEIRA-RIO - Sociedade Construtora de Armazéns, S.A. .......... Director

CIMILONGA – Imobiliária, S.A. .................................................. Advisor to the Board of Directors

CIMIPAR – Soc. Gestora de Participações Sociais, S.A............ Chairman of the General Meeting

LONGAVIA – Imobiliária, S.A. .................................................... Director

PORTUCEL – Empresa Produtora de Pasta e Papel, S.A ......... Chairman of the Audit Board

SEMAPA – Sociedade de Gestão e Investimento, SGPS, S.A. . Chairman of the Audit Board

Sociedade Agrícola da Quinta da Vialonga, S.A. ....................... Director

SONACA, SGPS, S.A.. ............................................................... Chairman of the General Meeting

Shares in Portucel, S.A.:

Duarte Nuno d’Orey da Cunha holds 16.000 shares in Portucel, S.A.

Lisbon, April 2015

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Gonçalo Nuno Palha Guião Picão Caldeira

I. Personal details

a) Full name: Gonçalo Nuno Palha Gaio Picão Caldeira

II. Professional qualifications

a) Graduated in law from the Portuguese Catholic University (1990);

b) Completed professional traineeship at the District Board of the Portuguese Bar

Association (1991);

c) Master of Business Administration (MBA) from Universidade Nova de Lisboa

(1996);

d) Port-graduate course in Property Management and Valuation, ISEG (2004)

III. Corporate Office hold:

a) Property development and management, private family business (since 2004);

Manager of Loftmania - Gestão Imobiliária, Lda. (since 2008); Manager of Linha do

Horizonte – Investimentos Imobiliários, Lda. (since 2010);

b) Full member of the Audit Board of Semapa – Sociedade de Investimento e Gestão,

SGPS, S.A. (since 2006);

c) Full member of the Audit Board of Portucel, S.A. (since 2007);

d) Full member of the Audit Board of Secil – Companhia Geral de Cal e Cimento, S.A.

(since 2013).

IV. Professional Activities in the last five years

a) In addition to the positions indicated above, no other office held in the last 5 years.

V. Shares in Portucel, S.A.

Holds no shares in the Portucel, S.A.

Lisbon, April 2015

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José Manuel Oliveira Vitorino

Until 30 June 2013 Partner of PricewaterhouseCoopers

Academic background

Graduated in Business Administration at the University of Lisbon.

Registered Statutory Auditor with the Portuguese Institute of Chartered Accountants.

Advanced Management Program for executives sponsored by Universidade Nova (Lisboa) in

2005.

He has attended several courses and internal training courses PricewaterhouseCoopers

(International) created the "International Training Committee," both in Portugal and elsewhere,

covering both matters of a technical nature, such as management and behavioural.

Relevant experience

Before joining the technical staff of PricewaterhouseCoopers - Lisbon office, was Assistant

Professor, Faculty of Economics, University of Coimbra, where he taught Public Finance,

Business Organisation, Production Management and Commercial Management.

His professional activity has been mainly in Financial Audit and Financial Advisory and

Management. Relevant experience in listed companies, and particularly in IFRS reporting, both

domestic firms and international companies in subsidiaries of international Groups. Relevant

experience in due diligence projects, directed to acquisitions, mergers and fraud investigations.

Involvement in various advisory projects in collaboration with teams from Canada and the UK, in

the design and implementation of information systems and accounting for a large mining

project, in addition to designing a chart of accounts and an information system for the National

Bank Guinea Bissau.

Lead Partner of the TICE industries in Portugal (Technology, InfoCom, Entertainment & Media).

Responsible for a large portfolio of clients, both national and international namely Jerónimo

Martins, RTP, Ana – Aeroportos e Navegação Aérea, Alstom, Águas de Portugal, Grupo

Electrolux, Bertelsmann, Mars, Tate & Lyle, Mattel, Sony, LG Electronics, Tupperware,

Securitas, Tudor, Otis, Master Test, TUI Portugal, Multiópticas and Randstad.

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Extensive experience with major local and international companies working in African

Portuguese speaking countries. Partner in charge for the audit of operations of oil companies in

Angola, such as TotalfinaElf, Shell, Esso and Texaco/Chevron.

Involved in various consulting assignments together with members of the consulting

department, such as conception, design and helping implement a new accounting and

information system for a major mining project working with English and Canadian consultants

and conception and design of a new information system and chart of accounts for a major bank

in Africa.

Other information

English, French and Spanish

Training instructor (internal and external training) in various: audit, accounting and

management.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, Abril 2015.

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Pedro Mendonça de Queiroz Pereira

Qualifications: Completed secondary education in Lisbon and attended Instituto

Superior de Administração.

Management office held in companies:

Companies in the Portucel Group:

Chairman of the Board of Directors of About the Future – Empresa Produtora

de Papel, S.A.

Chairman of the Board of Directors of Portucel, S.A.

Chairman of the Board of Directors of Portucel Soporcel Switzerland, LTD.

Chairman of the Board of Directors of Soporcel – Sociedade Portuguesa de

Papel, S.A.

Other Companies / Entities:

Chairman of the Board of Directors of Aboutbalance SGPS, S.A.1

Chairman of the Board of Directors of Celcimo, S.L.

Chairman of the Board of Directors of Cimigest, SGPS, S.A.

Chairman of the Board of Directors of Ciminpart - Investimentos e

Participações, SGPS, S.A.

Chairman of the Board of Directors of Cimo – Gestão de Participações Sociais,

S.A.

Chairman of the Board of Directors of Costa das Palmeiras – Turismo e

Imobiliário, S.A.

Chairman of the Board of Directors of CMP - Cimentos Maceira e Pataias, S.A.

Manager of Ecovalue – Investimentos Imobiliários, Lda.

Chairman of the Board of Directors of Great Earth - Projectos, S.A.

Chairman of the Board of Directors of Hotel Ritz, S.A.

Chairman of the Board of Directors of Inspiredplace, S.A.

Chairman of the Board of Directors of OEM - Organização de Empresas,

SGPS, S.A.

Chairman of the Board of Directors of Secil - Companhia Geral de Cal e

Cimento, S.A.

Chairman of the Board of Directors of Secilpar, SL.

Chairman of the Board of Directors of Seinpart - Participações, SGPS, S.A.

Chairman of the Board of Directors and Chairman of the Executive Board of

Semapa - Sociedade de Investimento e Gestão, SGPS, S.A.

1 Office held up to 12 February 2014.

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Chairman of the Board of Directors of Seminv - Investimentos, SGPS, S.A

Chairman of the Board of Directors of Sodim SGPS, S.A.

Sole director of Tema Principal – SGPS, S.A.2

Chairman of the Board of Directors of Terraços d´Areia – SGPS, S.A.

Chairman of the Board of Directors of Vieznada SL3

Chairman of the Board of Directors of Villa Magna SL

Other office held in the last five years:

Chairman of the Board of Directors of Cimentospar – Participações Sociais,

SGPS, S.A.

Chairman of the Board of Directors of Longapar, SGPS, S.A.

Member of the Board of Directors of Soporcel – Gestão de Participações

Sociais, SGPS, S.A.

Chairman of the Board of Directors of Vértice – Gestão de Participações,

SGPS, S.A.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

2 Office held up to 9 December 2014.

3 Office held up to 28 June 2014.

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Diogo António Rodrigues da Silveira

Qualifications: Diplôme d’Ingénieur. Ecole Centrale de Lille, France (1984); Research Scholar at Berkeley UC. USA, (1984); MBA INSEAD, France (1989).

Management office held in companies:

Companies in the Portucel Group:

Chairman of the Executive Board and Member of the Board of Directors of About the Future – Empresa Produtora de Papel, S.A.

Chairman of the Board of Directors of Celcacia – Celulose de Cacia, S.A.

Chairman of the Board of Directors of Celset- Celulose de Setúbal S.A.

Chairman of the Board of Directors of Colombo Energy, Inc.

Chairman of the Board of Directors of Eucaliptusland - Sociedade de Gestão de Património Florestal, S.A.

Chairman of the Executive Board and Deputy Chairman of the Board of Directors of Portucel, S.A.

Chairman of the Board of Directors of Portucel Papel Setúbal S.A.

Chairman of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Fine Paper, S.A.

Chairman of the Board of Directors of PortucelSoporcel Floresta SGPS, S.A.

Chairman of the Board of Directors of Portucel Florestal – Sociedade de Desenvolvimento Agro-Florestal, S.A.

Chairman of the Board of Directors of PortucelSoporcel Internacional – SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Parques Industriais, S.A.

Chairman of the Board of Directors of PortucelSoporcel Participações, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Chairman of the Board of Directors of Portucel Soporcel Sales & Marketing, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland Ltd

Chief Executive Officer of Soporcel-Sociedade Portuguesa de Papel, S.A.

Chairman of the Board of Directors of Soporcel Pulp, Sociedade Portuguesa de Celulose, S.A.

Other office held in the last five years:

Chief Executive Officer of Companhia de Seguros Açoreana, S.A.

Non-executive director of BANIF - Banco Internacional do Funchal S.A.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Luís Alberto Caldeira Deslandes

Qualifications: Chemical Engineer - Instituto Superior Técnico de Lisboa; Brewery Engineer – Inst. Superieur D’Agronomie de Louvain.

Directorships:

Companies in the Portucel Group:

Member of the Board of Directors of About the Future – Empresa Produtora de Papel, S.A.

Deputy Chairman of the Board of Directors of Portucel, S.A.

Member of the Board of Directors of Soporcel, Sociedade Portuguesa de Papel, S.A.

Other Companies / Entities:

­ Honorary member of ACFPI (FAO) – Advisory Committee on Sustainable Forest-based Industries

Other office held in the last five years:

Chairman of the Board of Directors of Celcacia, Celulose de Cacia, S.A.

Chairman of the Board of Directors of Colombo Energy, INC.

Chief Executive Officer of Portucel S.A.

Member of the Executive Board of Portucel- Empresa Produtora de Pasta e Papel, S.A.

Chairman of the Board of Directors of Portucel Papel Setúbal S.A.

Chairman of the Board of Directors of PortucelSoporcel Fine Paper, S.A.

Chairman of the Board of Directors of PortucelSoporcel Floresta SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel International, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Parques Industriais, S.A.

Chairman of the Board of Directors of PortucelSoporcel Participações, SGPS, S.A.

Chairman of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland Ltd

Chairman of the Board of Directors of Soporcel – Sociedade Portuguesa de Papel, S.A.

Chairman of the Board of Directors of Soporcel Austria GmbH

Chairman of the Board of Directors of Soporcel Deutschland GmbH

Chairman of the Board of Directors of Soporcel France EURL

Chairman of the Board of Directors of Soporcel International BV

Chairman of the Board of Directors of Soporcel Italia SRL

Chairman of the Board of Directors of Soporcel North America Inc.

Chairman of the Board of Directors of Soporcel Pulp, Sociedade Portuguesa de Celulose, S.A.

Chairman of the Board of Directors of Soporcel UK LTD

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Adriano Augusto da Silva Silveira

Qualifications: Degree in Chemical Engineering from the University of Porto, 1975.

Management office held in companies:

Companies in the Portucel Group:

Member of the Executive Board and Board of Directors of About The Future –

Empresa Produtora de Papel, S.A.

Member of the Board of Directors of Celcacia – Celulose de Cacia, S.A.

Member of the Board of Directors of Colombo Energy, Inc.

Chairman of the Board of Directors of EMA 21, S.A.

Chairman of the Board of Directors of Enerpulp – Co-geração Energética de

Pasta, S.A.

Member of the Board of Directors of Eucaliptusland, S.A.

Member of the Executive Board and of the Board of Directors of Portucel, S.A.

Member of the Board of Directors of Portucel Finance spółka z ograniczoną

odpowiedzialnością

Member of the Board of Directors of Portucel Papel Setúbal S.A.

Member of the Management Board of PortucelSoporcel Abastecimento de

Madeira, ACE

Member of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A.

Member of the Board of Directors of PortucelSoporcel Internacional, SGPS,

S.A.

Member of the Board of Directors of PortucelSoporcel Fine Paper S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

(formerly known as CountryTouget, SGPS S.A.

Member of the Board of Directors of Portucel Soporcel International Ltd.

Member of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Parques Industriais, S.A

Member of the Board of Directors of PortucelSoporcel Participações, SGPS,

S.A.

Member of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Sales & Marketing, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland, Ltd.

Member of the Executive Board and Board of Directors of Soporcel –

Sociedade Portuguesa de Papel, S.A.

Member of the Board of Directors of Soporcel Pulp, Sociedade Portuguesa de

Celulose, S.A.

Chairman of the Board of Directors of SPCG – Sociedade Portuguesa de Co-

geração, S.A.

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Other office held in the last five years:

Chairman of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

Member of the Management Board of RAIZ – Instituto de Investigação da

Floresta e Papel

Member of the Board of Directors of Soporgen, S.A.

Member of the Management Board of Tecnipapel, - Sociedade de

Transformação e Distribuição de Papel, Lda.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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António José Pereira Redondo

Qualifications: Degree in Chemical Engineering, University of Coimbra (1987); attended

4th year in Business Management at Universidade Internacional; MBA specialising in

marketing, from the Portuguese Catholic University (1998).

Management office held in companies:

Companies in the Portucel Group:

Member of the Executive Board and Board of Directors of About the Future –

Empresa Produtora de Papel, S.A.

Member of the Board of Directors of Celcacia – Celulose de Cacia, S.A.

Member of the Board of Directors of Colombo Energy, Inc.

Member of the Board of Directors of Eucaliptusland, S.A.

Member of the Executive Board and of the Board of Directors of Portucel, S.A.

Member of the Board of Directors of Portucel Finance spółka z ograniczoną

odpowiedzialnością

Member of the Board of Directors of Portucel Papel Setúbal S.A.

Manager of Portucel Soporcel Afrique du Nord, S.A

Member of the Board of Directors of Portucel Soporcel Austria GMBH

Member of the Board of Directors of Portucel Soporcel Deutschland, GmbH

Member of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A.

Member of the Board of Directors of PortucelSoporcel Fine Paper S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

(formerly known as CountryTouget, SGPS S.A.)

Member of the Board of Directors of Portucel Soporcel International, Ltd

Member of the Board of Directors of PortucelSoporcel Internacional, SGPS,

S.A.

Chairman of the Board of Directors of Portucel Soporcel Netherlands BV

Member of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Parques Industriais, S.A

Member of the Board of Directors of PortucelSoporcel Participações, SGPS,

S.A.

Member of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Sales & Marketing, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland, Ltd.

Member of the Executive Board and Board of Directors of Soporcel –

Sociedade Portuguesa de Papel, S.A.

Manager of Portucel Soporcel Poland SP Z.O.O.

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Member of the Board of Directors of Soporcel Pulp, Sociedade Portuguesa de

Celulose, S.A.

Other office held in the last five years:

Chairman of the Board of Directors of Portucel Soporcel España S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel France EURL

Chairman of the Board of Directors of Portucel Soporcel Itália, SRL

Member of the Board of Directors of Portucel Soporcel North America, INC

Chairman of the Board of Directors of Portucel Soporcel UK, Lda.

Member of the Management Board of Tecnipapel, Lda.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Francisco José Melo e Castro Guedes

Qualifications: Degree in Finance from Instituto Superior de Ciências Económicas e

Financeiras – Lisboa (1971); MBA from INSEAD – Fontainebleau. France (1976)

Management office held in companies:

Companies in the Portucel Group:

Member of the Board of Directors of About the Future – Empresa Produtora de

Papel, S.A.

Member of the Board of Directors of Portucel, S.A.

Member of the Board of Directors of Soporcel – Sociedade Portuguesa de

Papel, S.A.

Other Companies / Entities:

Member of the Board of Directors of Aboutbalance SGPS, S.A.

Member of the Board of Directors of Celcimo, S.L.

Member of the Board of Directors of Cimigest, SGPS, S.A.

Member of the Board of Directors of Ciment de Sibline, SGPS, S.A.L.

Member of the Board of Directors of Ciminpart - Investimentos e Participações,

SGPS, S.A.

Member of the Board of Directors of Cimo – Gestão de Participações Sociais,

S.A.

Member of the Board of Directors of Great Earth - Projectos, S.A.

Member of the Board of Directors of Inspiredplace, S.A.

Chairman of the Board of Directors of Longapar, SGPS, S.A.

Member of the Board of Directors of CMP- Cimentos Maceira e Pataias, S.A.

Chairman of the Board of Directors of Margem – Companhia de Mineração,

S.A.

Member of the Board of Directors of Secil – Companhia Geral de Cal e

Cimento, S.A.

Chairman of the Board of Directors of Semapa Inversiones, SL

Member of the Board of Directors of Semapa – Sociedade de Investimento e

Gestão, SGPS, SA.

Member of the Board of Directors of Seinpart Participações, SGPS, S.A.4

Member of the Board of Directors of Seminv Investimentos, SGPS, SA5

Chairman of the Board of Directors of Supremo Cimentos, S.A.

Member of the Board of Directors of Sodim, SGPS, S.A.

4 Office held up to 20 June 2014.

5 Office held up to 20 June 2014.

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Member of the Board of Directors of Uniconcreto – Betão Pronto, S.A.6

Other office held in the last five years:

Member of the Board of Directors of Cimentospar – Participações Sociais,

SGPS, S.A.

Chairman of the Board of Directors of ETSA Investimentos, SGPS, S.A.

Manager of Florimar – Gestão e Participações, SGPS, Soc. Unipessoal, Lda.

Manager of Hewbol – SGPS, Lda.

Member of the Board of Directors of Parcim Investments, BV

Member of the Board of Directors of Secil – Betões e Inertes, SGPS, S.A.

Member of the Board of Directors of Secil Martingança – Aglom. e Novos Mat.

para Const., S.A.

Member of the Board of Directors of Secil Prebetão – Prefabricados de Betão,

S.A.

Manager of Secil Unicom, SGPS, Lda.

Member of the Board of Directors of Secilpar, SL.

Manager of Serife – Sociedade de Estudos e Realizações Industriais e de

Fornecimento de Equipamentos, Lda.

Member of the Board of Directors of SCG – Société des Ciments de Gabès,

S.A.

Member of the Board of Directors of Silonor, S.A.

Member of the Board of Directors of So.I.Me Liban S.A.L.

Chairman of the Board of Directors of Viroc Portugal – Indústrias de Madeira e

Cimento, S.A

Chairman of the Board of Directors of Verdeoculto - Investimentos, SGPS, S.A

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

6 Office held up to 30 June 2014.

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José Fernando Morais Carreira de Araújo

Qualifications: Degree in Accountancy and Administration from Instituto Superior de

Contabilidade e Administração do Porto (ISCAP - 1986); Higher Studies in Financial

Control, Instituto Superior de Contabilidade e Administração do Porto (ISCAP - 1992);

Official Auditor since 1995; Degree in law, Universidade Lusíada do Porto (2000); MA in

accountancy, Instituto Superior de Ciências do Trabalho e da Empresa, Lisbon

(ISCTE); Postgraduate studies in Advanced Financial Accounting; Postgraduate studies

in fiscal law (Lisbon Faculty of Law – 2002/2003); Postgraduate studies in Corporate

Governance, Instituto Superior de Economia e Gestão, Lisbon (ISEG – 2006/2007).

Directorships:

Companies in the Portucel Group:

Member of the Executive Board and Board of Directors of About The Future –

Empresa Produtora de Papel, S.A.

Member of the Board of Directors of Bosques do Atlântico, S.L.

Member of the Board of Directors of Celcacia – Celulose de Cacia, S.A.

Member of the Board of Directors of Eucaliptusland, S.A.

Member of the Executive Board and of the Board of Directors of Portucel, S.A.

Member of the Board of Directors of Portucel Finance spółka z ograniczoną

odpowiedzialnością

Manager of Portucel Moçambique, Lda.

Member of the Board of Directors of Portucel Papel Setúbal S.A.

Chairman of the Board of Directors of PortucelServiços Partilhados, S.A.

Manager of Portucel Soporcel Afrique du Nord, S.A.

Member of the Board of Directors of Portucel Soporcel Austria, GmBH

Chairman of PortucelSoporcel Cogeração de Energia, S.A.

Member of the Board of Directors of Portucel Soporcel Deutschland, GmbH

Member of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A.

Director of Portucel Soporcel Eurasia Kağit Ve Kağit Ürünleri Sanayi Ve Ticaret

Anonim Şirket

Member of the Board of Directors of Portucel Soporcel International, Ltd

Member of the Board of Directors of PortucelSoporcel Internacional, SGPS,

S.A.

Member of the Board of Directors of PortucelSoporcel Fine Paper S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

(formerly known as CountryTouget, SGPS S.A.)

Member of the Board of Directors of Portucel Soporcel Netherlands BV

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Member of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Parques Industriais, S.A

Member of the Board of Directors of PortucelSoporcel Participações, SGPS,

S.A.

Manager of Portucel Soporcel Poland SP.Z.O.O.

Member of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Sales & Marketing, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland, Ltd.

Member of the Executive Board and Board of Directors of Soporcel –

Sociedade Portuguesa de Papel, S.A.

Member of the Board of Directors of Soporcel Pulp, Sociedade Portuguesa de

Celulose, S.A.

Other office held in the last five years:

Member of the Board of Directors of Portucel Soporcel España, S.A.

Member of the Board of Directors of Portucel Soporcel France, EURL

Member of the Board of Directors of Portucel Soporcel Itália, SRL

Member of the Board of Directors of Portucel Soporcel Florestal, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel North America, Inc.

Member of the Management Board of PortucelSoporcel Logística do Papel,

ACE

Member of the Board of Directors of Portucel Soporcel UK, Ltd.

Chairman of the Board of Directors of Setipel – Serviços Técnicos para a

Indústria Papeleira, S.A.

Member of the Management Board of Tecnipapel, Lda.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Full name: José Miguel Pereira Gens Paredes Place of Birth: Lisboa, São Jorge de Arroios

Date of Birth: 28 May 1961

Marital status: Married

EDUCATION:

Graduated in economics from the Portuguese Catholic University, 1984.

PROFESSIONAL ACTIVITIES:

Traineeship at the Directorate General of Competition and Prices: 1985

Rodoviária Nacional : Management Planning and Control: 1985-1986

Interbiz - Internacional Trading : Marketing and Sales: 1986–1987

Cosec – Companhia de Seguros de Crédito : Underwriter in the Foreign Lending Department:

1987–1989

General Bank – Lisbon Branch: Account Manager and Customer Money Market duties in the

Treasury/Foreign Exchange Room: 1989–1991

United Distillers – Controller: 1991–1994

Financial director in the following companies:

Semapa – Sociedade de Investimento e Gestão SGPS S.A.: since 1994

Secil Group: 2001-2005

Cimigest, SGPS, S.A.: since 1996

Sonaca – Sociedade Nacional de Canalizações, S.A.: 1996-2006

Cimipar – Sociedade Gestora de Participações Sociais, SGPS, S.A.: 1996-2005

Goliatur – Sociedade de Investimentos Imobiliários, S.A.: since 1996

Cimilonga Imobiliária, S.A.: de 1996-1999

Longavia Imobiliária, SA: de 1996-1999

Imocipar Imobiliária, SA: de 1996-1999

OEM, SGPS, SA: since 1999

Market relations and investor relations representative for Semapa – Sociedade de Investimento e

Gestão SGPS S.A., since 2004

Market relations representative for CMP - Cimentos Maceira e Pataias, S.A.: since 2005

CORPORATE OFFICE HELD:

ABAPOR - Comércio e Indústria de Carnes, S.A. ................ Chairman of the Board of Directors

ABOUT THE FUTURE – Emp. Produtora de Papel, S.A.. Director

ABOUTBALANCE SGPS S.A. ............................................. Director

Aprovechamiento Int. de Subprodutos Ibéricos, S.A. ........... Director

BIOLOGICAL - Gestão de Resíduos Industriais, L.da .......... Manager

CELCIMO, S.L. ...................................................................... Director

CIMINPART – Inv. e Participações, SGPS, S.A. .................. Director

CIMIPAR – Soc. Gestora de Participações Sociais, S.A. ..... Director

ETSA Investimentos, SGPS, S.A. ......................................... Chairman of the Board of Directors

ETSA LOG, S.A. .................................................................... Chairman of the Board of Directors

GREAT EARTH - Projectos, S.A. ......................................... Director

INSPIREDPLACE, S.A. ......................................................... Director

I.T.S. - Indústria Transf. de Subprodutos, S.A. ..................... Chairman of the Board of Directors

MOR ON-LINE – Gestão de Plataformas de Negociação

de Resíduos On-Line, S.A. .................................................... Director

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O E M – Organização de Empresas, SGPS, S.A. ................. Director

PORTUCEL, S.A. .................................................................. Director

SEBOL - Comércio e Indústria de Sebo, S.A. ....................... Chairman of the Board of Directors

SECIL - Companhia Geral de Cal e Cimento, S.A. ............... Director

SEINPART - Participações, SGPS, S.A. ............................... Director

SEMINV - Investimentos, SGPS, S.A.. ................................. Director

SOPORCEL – Sociedade Portuguesa de Papel, S.A. .......... Director

OTHER OFFICES HELD IN THE LAST 5 YEARS:

ABAPOR – Comércio e Indústria de Carnes, S.A. ................ Director

CIMENTOSPAR – Participações Sociais, SGPS, S.A. ......... Director

CIMO – Gestão de Participações, SGPS, S.A. ..................... Director

ETSA – Emp. Transf. de Subprodutos Animais, S.A. ........... Chairman of the Board of Directors

ETSA, SGPS, S.A. ................................................................ Director

GOLIATUR – Soc. De Investimentos Imobiliários, S.A. ........ Director

HOTEL RITZ, S.A. ................................................................. Director

I.T.S. – Indústria Transf. de Subprodutos, S.A. .................... Director

LONGAPAR, SGPS, S.A. ...................................................... Director

MARGEM – Companhia de Mineração ................................. Director

SEBOL – Comércio e Indústria de Sebo, S.A. ...................... Director

SODIM, SGPS, SA ................................................................ Director

SONACA, SGPS, S.A. .......................................................... Director

SUPREMO CIMENTOS, S.A. ............................................... Director

VERDEOCULTO – Investimentos, SGPS, S.A. .................... Director

SHARES IN PORTUCEL, S.A.:

Holds no shares in Portucel.

Lisbon, April 2015

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Manuel Soares Ferreira Regalado

Qualifications: Degree in Financial Affairs, from the Instituto Superior de Ciências

Económicas e Financeiras, Lisbon (ISEG), 1972; Senior Executive Programme (SEP),

London Business School (1997)

Management office held in companies:

Companies in the Portucel Group:

Member of the Executive Board and Board of Directors of About the Future –

Empresa Produtora de Papel, S.A.

Chairman of the Board of Directors of Atlantic Forests – Comércio de Madeiras,

S.A.

Chairman of the Board of Directors of Bosques do Atlântico, SL

Member of the Board of Directors of Celcacia – Celulose de Cacia, S.A.

Chairman of the Board of Directors of Empremédia – Corretores de Seguros,

S.A.

Member of the Board of Directors of Colombo Energy, Inc.

Chairman of the Board of Directors of Enerforest – Empresa de Biomassa para

Energia, S.A.

Member of the Executive Board of Eucaliptusland, S.A.

Member of the Executive Board and of the Board of Directors of Portucel, S.A.

Chairman of the Board of Directors of Portucel Finance spółka z ograniczoną

odpowiedzialnością

Manager of Portucel Moçambique, Lda.

Member of the Board of Directors of Portucel Papel Setúbal S.A.

Member of the Management Board of PortucelSoporcel Abastecimento de

Madeira, ACE

Member of the Board of Directors of PortucelSoporcel Energia, SGPS, S.A..

Member of the Board of Directors of PortucelSoporcel Fine Paper S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

(formerly known as CountryTouget, SGPS S.A.)

Member of the Board of Directors of Portucel Florestal – Empresa de

Desenvolvimento Agro-Florestal, S.A.

Member of the Board of Directors of PortucelSoporcel Internacional, SGPS,

S.A.

Member of the Board of Directors of Portucel Soporcel International, Ltd

Member of the Board of Directors of PortucelSoporcel Papel, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Parques Industriais, S.A

Member of the Board of Directors of PortucelSoporcel Participações SGPS,

S.A.

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Member of the Board of Directors of PortucelSoporcel Pulp, SGPS, S.A.

Member of the Board of Directors of Portucel Soporcel Sales & Marketing, S.A.

Member of the Board of Directors of Portucel Soporcel Switzerland, Ltd.

Chairman of the Board of Directors of Sociedade de Vinhos de Espirra –

Produção e Comercialização de Vinhos, S.A.

Member of the Executive Board and Board of Directors of Soporcel –

Sociedade Portuguesa de Papel, S.A.

Member of the Board of Directors of Soporcel Pulp, S.A.

Chairman of the Board of Directors of Viveiros Aliança – Empresa Produtora de

Plantas, S.A.

Other Companies / Entities:

­ Member of the General Board of CELPA - Associação da Indústria Papeleira

Other office held in the last five years:

Chairman of the Board of Directors of Aflomec – Empresa de Exploração

Florestal, S.A.

Chairman of the Board of Directors Cofotrans – Empresa de Exploração

Florestal, S.A.

Chairman of the Board of Directors of Portucel Florestal, S.A.

Member of the Board of Directors of PortucelSoporcel Floresta, SGPS, S.A.

Member of the Management Board of RAIZ - Instituto de Investigação da

Floresta e Papel

Member of the Management Board of Tecnipapel, - Sociedade de

Transformação e Distribuição de Papel, Lda.

Shares in Portucel, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Nuno Miguel Moreira de Araújo Santos

Lisbon, October 20 1970

Portuguese

__________________________________________________________________________

Professional Curriculum

McKinsey & Company

■ Senior Partner (Director), June 2008 - now

■ Partner (Principal), June 2001 - June 2008

■ Associate, September 1996 - June 2001

■ Analyst, November 1993 - July 1995

Main responsibilities at McKinsey:

■ Leader of the Client Committee of McKinsey’s Global Energy/Utilities Practice (2014 -

now)

■ Leader of Energy, Commodities & Industry Practice of McKinsey’s Iberian Office (including

Spain, Portugal, Angola and Mozambique) (2005 - 2013)

■ Member of the Leadership Committee of McKinsey’s Global Energy Practice (2008 - now)

Professional Activities:

■ Main sectors: pulp and paper, cement, electricity, gas e oil

■ Main territories: Portugal, Spain, Angola, Brazil and Mozambique, advising the main

energy and industrial corporations and respective governments

■ Main activity: (i) strategy / growth / business building, (ii) operation / capex / procurement,

(iii) commercial / marketing & sales, and (iv) other (e.g., organization / governance models

/ risk)

■ Advises the Semapa Group (Portucel, Secil) since 2005

Instituto Superior Técnico

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■ Assistant professor of Applied Mechanics of the Civil Engineering Department (1991-

1993)

_________________________________________________________________________

Academic Background

■ MBA, INSEAD, 1995-1996, Dean's List

■ Civil Engineering degree, Instituto Superior Técnico, 1989-1993 (grades average of 17 out

of 20, A. Silva & Silva award for the best graduate student)

Shares in Portucel, S.A:

Holds no shares in Portucel, S.A

Lisbon, April 2015

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Full name: Paulo Miguel Garcês Ventura

Place of birth: Lisbon, Santa Maria de Belém

Date of birth: 14 November 1970

EDUCATION:

Graduated in law from the Faculty of Law, University of Lisbon, in 1994.

IEP Insead in 2008.

PROFESSIONAL ACTIVITIES:

1995…1996 Traineeship course at the Lisbon District Board, Portuguese Bar

Association.

1996… Definitively registered as lawyer with the Portuguese Bar Association.

1996…2007 Occupation as a lawyer under the professional person with a

particular focus in the areas of civil and commercial law.

1997… Officer of the general meeting in several companies owned by

Cimigest, SGPS, S.A., by Sodim, SGPS, S.A. and by Semapa-

Sociedade de Investimento e Gestão, SGPS, S.A.

1997…2006 Company Secretary in Semapa - Sociedade de Investimento e

Gestão, SGPS, S.A.

1998…2000 Chairman of the Board of Directors of Beira Rio – Sociedade

Construtora de Armazéns, S.A., representing the corporation

appointed as director.

2005…2007 Elected as member of the Lisbon District Board of the Portuguese Bar

Association

2006… Member of the Board of Semapa and its Executive Committee

2007… Member of the Board of Semapa Inversiones, SL

2007… Member of the Board of Cimipar – Sociedade Gestora de

Participações Sociais, S.A.

2007…2008 Vice-President of the General Meeting of REN, SGPS, S.A.

2007… Vice-President of the General Meeting of EP – Estradas de Portugal,

S.A.

2008… Member of the Board of Abapor - Comércio e Indústria de Carnes,

S.A.

2008… Member of the Board of Aprovechamiento Integral de Subprodutos

Ibéricos, S.A.

2008… Manager of Biological - Gestão de Resíduos Industriais, L.da

2008…2013 Member of the Board of Cimo - Gestão de Participações, SGPS, S.A.

2008…2010 Member of the Board of ETSA - Empresa de Transformação de

Subprodutos Animais S.A.

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2008… Member of the Board of I.T.S. - Indústria Transformadora de

Subprodutos, S.A.

2008…2013 Member of the Board of Longapar, SGPS, S.A

2008… Member of the Board of Sebol - Comércio e Indústria de Sebo, S.A.

2008…2013 Member of the Board of Sodim, SGPS, S.A.

2009…2013 Member of the Board of Cimentospar – Participações Sociais, SGPS,

S.A.

2009… Member of the Board of Seinpart - Participações, SGPS, S.A.

2009… Member of the Board of Seminv - Investimentos, SGPS, S.A.

2009…2011 Member of the Board of Goliatur – Sociedade de Investimentos

Imobiliários, S.A.

2009… Member of the Board of OEM - Organização de Empresas, SGPS,

S.A.

2010… Member of the Board of GREAT EARTH – Projectos, S.A.

2010… Member of the Board of ETSA LOG, S.A. (formerly ETSA, SGPS,

S.A.)

2010… Member of the Board of ETSA – Investimentos, SGPS, S.A. (formerly

VERDEOCULTO – Investimentos, SGPS, S.A.)

2011… Member of the Board of ABOUT THE FUTUTRE – Empresa

Produtora de Papel, S.A.

2011… Member of the Board of PORTUCEL, S.A.

2011… Member of the Board of SOPORCEL – Sociedade Portuguesa de

Papel, S.A.

2011… Member of the Board of CELCIMO, S.L.

2012… Member of the Board of SECIL – Companhia Geral de Cal e Cimento,

S.A.

2012… Member of the Board of CIMINPART – Investimentos e Participações,

SGPS, S.A.

2012… Member of the Board of ABOUTBALANCE SGPS, S.A.

2012… Member of the Board of INSPIREDPLACE, S.A.

SHARES IN PORTUCEL, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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Ricardo Miguel dos Santos Pacheco Pires

WORK EXPERIENCE

2008 – to date Semapa (Portuguese Industrial Conglomerate)

Chief of Staff of the Chairman of the Board of Directors (Jan 11- to date)

Advisory to the Chairman, with focus on strategic planning.

Strategic Planning and New Business Development Manager (Nov 08- Dec 10)

Leadership of the strategy&financial division of Semapa, namely corporate finance,

strategic planning and new business analysis (green and brown field).

2002 – 2008 ES Investment (Leading Portuguese Investment Bank)

Deputy Vice President, Corporate Finance (Jun 06- Nov 08)

Manager, Corporate Finance (May 05- Jun 06)

Team Leadership in M&A and Equity Capital Markets projects in the fields of Energy,

Automobile, Pulp and Paper in Portugal, France, Spain, Poland and Brazil.

Sales&marketing of projects and mandate negotiation.

Senior Associate, Corporate Finance (Jun 04- May 05)

Project Management mainly executing tasks concerning M&A projects such as valuation

coordination, information memorandums and due diligences in the team of Energy,

Automobile and Pulp & Paper.

Analyst, Corporate Finance (Nov 02-Jun 04)

Execution of proposals, valuations, information memorandums, due diligence and

prospectus in the teams of Energy, Automobile, Pulp & Paper, Food&Beverages and

Retail.

2000–2001 GTE Consultores (SME Consulting Firm)

Consultant

Execution of investment projects, strategy memorandums and valuation reports.

Industries: Food&Beverages, Media

1999–2000 BDO Binder (Professional Services)

Consultant

Organizational Management: Organizational restructuring projects

Corporate Finance: Advisory to SME’s. Private Equity projects.

EDUCATION AND PERSONAL SKILLS

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2001–2002, Universidade Nova de Lisboa, MBA

2000, ISCTE, Corporate Finance post graduate program

1993/99, Universidade Católica Portuguesa, Management and Business Degree

Languages: English (fluent); Spanish (average); French and german (basic)

FUNÇÕES EXERCIDAS NOUTRAS SOCIEDADES

2013 – Present: Director of Cimipar – Sociedade Gestora de Participações Sociais, S.A.

2012 – Present: Company Secretary of Cimigest, SGPS, S.A.

SHARES IN PORTUCEL, S.A.:

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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José Gonçalo Ferreira Maury

Education

‾ Graduated in Finance from the former ISCEF / ISE – Instituto Superior de Economia, Lisbon (1973).

‾ MBA from INSEAD, Fontainebleau (1978).

Professional Experience

‾ He initiated his professional career in the former Technical Secretariat of the Presidency of the Council of Ministers (1971-1973) and in different periods (1973-1974 and 1976-1977) he worked in several departments of the Ministry of Industry, namely at the IAPMEI.

‾ He completed the military service at the Portuguese Navy from 1974 to 1976. ‾ Brief spell at Quimigal (1977), before attending INSEAD in Fontainebleau where he

completed his MBA (1977-1978). He returned to Portugal as Commercial Manager of Tobom (1978-1979), Deputy and Chief of Staff for the Secretary of State for Transport (1980-1981).

‾ From 1981 to 1989 he worked in Citibank, both in Spain and Portugal. In Portugal he was responsible for the financial sector (banking and insurance), he was part of the team which negotiated and prepared the opening of the bank in Portugal and he was Director of the Credit and Risk Management Department.

‾ He has been working as a consultant at Egon Zehnder since January 1990, where he co-initiated and led its introduction and development in the Portuguese market, by working to Portuguese companies and groups and also to multinational companies, present in Portugal, in all business sectors, financial, services and industry sectors. He has developped his activity within a wide range of projects, from the selection of head senior executive officers, to competence assessment and organizational structures projects and consulting of the Board of Directors and Executive Commissions of major Portuguese groups.

‾ President of the Remuneration Committee of Semapa and Secil (since April 2006) and also of Portucel (since March 2007).

‾ Member of the Remuneration Committee of CTT (since March 24, 2014).

SHARES IN PORTUCEL, S.A.:

Hold no shares in Portucel, S.A.

Lisbon, April 2015

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João Rodrigo Appleton Moreira Rato

Born 12 August 1947, married, 3 children and 3 grandchildren.

Military service from October 1972 to July 1975 in specialist Vehicle Maintenance Section.

EDUCATIONAL QUALIFICATIONS

Studies in Mechanical Engineering at the Instituto Superior Técnico de Lisboa, 1965 to 1971, graduating with final mark of 14/20.

Invited to lecture in specialist field, but unable to take up position due to incompatibility with professional commitments.

Lower Cambridge Certificate, British Council, Lisbon, 1963 to 1965.

VOCATIONAL TRAINING

Course in Sales Techniques for Commercial Vehicles (5 days) at TEOR, in Lisbon, in 1972.

Course (5 days) in Management of Commercial Vehicle Dealerships and Technical Assistance Centres at Mercedes-Benz, in France, in 1974, followed by a 5-day training placement with a Mercedes-Benz dealership in Paris.

Logistics Course run by Fiat, at the Business Management Institute (ISVOR) in Marentino (Turin), in 1978 (2 weeks).

Course in Foodstuffs Marketing at Partex, Lisbon, in 1986 (5 days).

Course in Marketing Management at Infortec, Lisbon, September to November 1979 (112 hours).

Course for Neocel senior management, on running Progress Groups, Module 1, Infortec, Lisbon, May and June 1990.

Course in Financial Management for Non-Financial Managers at Darden Graduate School of Business Administration, University of Virginia, U.S.A., April 1996.

Speaker at various seminars in the packaging, product coding and electronic data transmission sectors.

Worked with the University of Trás-os-Montes on a book entitled Packagings for the Food Industry, published in 1991.

Lecturer for post-graduate programme in Food Packaging, in November 1996, at the Higher School of Biotechnology at the Portuguese Catholic University.

Fluent English and French, written and spoken.

Good knowledge of Italian and Spanish.

Excellent IT skills.

Business travel to : Germany, Angola, Saudi Arabia, Algeria, Austria, Cape Verde, Canada, Spain, United

States, France, England, Ireland, Israel, Italy, Morocco and Sweden.

Has also visited: Brazil, Haiti and Venezuela.

PROFESSIONAL EXPERIENCE

August 1970 to April 1971, during his final year at I.S.T., Assistant Head of Equipment Maintenance Department at Construções Técnicas SA, at the company’s general yard in Alverca.

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May 1971 to February 1975, Assistant Head of Commercial Vehicles Sales at C. Santos Lda, official Mercedes-Benz dealer in Portugal, with a 6-month interruption for induction into military service and officer training studies.

October 1972 to July 1975 on military service, full time for the first 6 months and subsequently on part-time basis.

March 1975 to February 1980, Head of Marketing and Logistics at Fiat Portuguesa, in Lisbon.

February 1980 to January 1986, director and manager of two companies in the agricultural sector.

February 1986 to August 1990, Marketing and Sales Directors at Neocel, international company in the flexible packaging sector, currently owned by the Amcor Group.

September 1990 to September 1993, Assistant General Manager of Lifresca, Portuguese private company producing packaging for the pharmaceutical, cosmetics and food sectors. As from 1 February 1993 combined this position with that of Sales Coordination

Manager at Higifarma, the holding company for the group owning Lifresca.

From March 1989 to January 1993, Directors of Codipor – Portuguese Product Identification and Coding Association.

From 1 October 1993 to 10 September 2009, Manager and General Manager of Strapex Embalagem Lda, a Swiss multinational engaged in manufacturing and marketing machinery and consumables for sealing packaging and protection during transport. In October 1999 the Strapex Group was acquired by ITW - Illinois Tool Works which

owns some 600 companies in more than a hundred countries, with head office in

Chicago and listed on the Chicago and New

York stock exchanges.

As from March 2008, in addition to his existing position, took on duties of Product

Manager in the Orgapack Strapex Group for plastic belts (PP and PET).

From March 2009, Director of the Portuguese Equestrian Association.

From 10 September 2009, retired.

SHARES IN PORTUCEL, S.A.

Holds no shares in Portucel, SA.

Lisbon, April 2015

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Name: Frederico José da Cunha Mendonça e Meneses Nationality: Portuguese Place of birth: Santa Isabel – Lisbon Date of birth: 23 November 1936 Marital status: Married

1. University Qualifications

Graduated from Instituto Superior Técnico in Chemical Engineering - 1959.

“Program for Management Development”, Harvard Business School (EUA) - 1970.

2. Professional

2.1. C.U.F. Group - Portugal

2.1.1. 1959 – Started work for Companhia União Fabril, (formerly CUF) at the

Barreiro Industrial Complex, in the Fertilizers and Pesticides Research Centre.

2.1.2. 1968 to 1971 – General Manager of the Barreiro Industrial Complex.

2.1.3. 1971 to 1973 – General Manager of the Fertilizers and Pesticides Division.

2.1.4. From 1973 to 1975 – Member of the Board of Directors and Executive Board

of Companhia União Fabril, responsible for the entire Chemicals Sector.

2.2. PETRÓLEO IPIRANGA GROUP - Brazil

2.2.1. 1975 to 1978 – Member of the Board of Directors and Executive Board of

Fertilizantes do Sul, S.A. - Fertisul.

2.3. GRUPO C.A.E.M.I - Brazil

2.3.1. 1979 to 1981 - Member of the Board of Directors and Executive Board of

Caemi Internacional S.A.

2.4. S.N.S. GROUP - Portugal

2.4.1. 1981 to 1989 – Chairman of the Executive Board of the Sociedade Nacional de

Sabões Group.

2.5. 1989 to 2005 – Member of the Board of Directors of Cimianto (SGPS).

2.6 1994 to 2006 - Member of the Board of Directors of Semapa - Sociedade de

Investimento e Gestão, SGPS, S.A.

2.7. 1992 to 2008 – Chairman of the Board of Directors of Cimilonga Imobiliária, S.A.;

Longavia Imobiliária, S.A. and Imocipar Imobiliária, S.A.

2.8. 1992 to 2011 - Chairman of the Board of Directors of Refundos, SGFII.

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2.9. 1992 to the present – Chairman of the Board of Directors of the Real Estate

Holding Company of the Sonagi, SGPS, S.A. Group.

2.10. 2006 to the present – Member of the Remuneration Committee of Semapa -

Sociedade de Investimento e Gestão, SGPS, S.A. and of Portucel, S.A.

2.11. 2007 to the present – Member of the Board of Directors of Villa Magna, S.L.

2.12. 2009 to the present – Member of the Board of Directors of Vieznada, S.L.

2.13. 2011 to the present – Member of the Board of Directors of Hotel Ritz, S.A.

2.14. 2012 to the present - Member of the Remuneration Committee of Cimigest, SGPS,

S.A. and Secil – Companhia Geral de Cal e Cimento, S.A.

2.15. 2013 to the present – Chairman of the Board of Directors of Vértice – Gestão de

Participações, SGPS, S.A., Chairman of the Board of Directors of Valuelegend –

SGPS, S.A., Member of the Board of Directors of Sodim, SGPS, S.A.

2.16. 2013 to the present – Member of the Board of Directors and Member of the

Remuneration Committee of Sodim SGPS, S.A.

2.17. 1990 to 1996 – Director of Sociedade Imobiliária e Turística da Quinta do Perú.

2.18. REPRESENTATIVE ON NATIONAL AND INTERNATIONAL ORGANIZATIONS

2.18.1. 1966 to 1975 – Member of the Portuguese North Atlantic Committee.

2.18.2. 1982 to 1988 – Chairman of the Association of Soap, Detergent and

Maintenance and Cleaning Products Manufacturers.

2.18.3. 1982 to 1988 – Vice Chairman of the Federation of Vegetable Oil

Manufacturers.

2.18.4. 1971 to 1975 – Portuguese representative on the council of the International

Superphosphate Manufacturers Association.

2.18.5. 1985 to 1989 – Portuguese representative on the management committee of

the Association Internationale de la Savonnerie et de La Detergence.

3. Shares in Portucel, S.A

Holds no shares in Portucel, S.A.

Lisbon, April 2015

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