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Shareholder meeting 29 April 2005 The 2005 Annual General Meeting of Portugal Telecom, SGPS, S.A. took place, in 29 April 2005. Were present or represented shareholders corresponding to 46.8% of the voting rights, the following matters were discussed and approved:

Proposals

For

Against

Abstain

1. Resolution on the management report, balance sheet and accounts for 2004.

99.70% 0.00% 0.30%

2.Resolution on the consolidated management report, balance sheet and accounts for 2004.

99.70% 0.00% 0.30%
3.Resolution on the proposal for the appropriation of net income. 99.96% 0.00% 0.04%

4.Resolution on a general appraisal of the company’s management and inspection.

96.09% 0.00% 3.91%
5.Resolution on the acquisition and sale of the company’s own shares, including the acquisition associated with the share buyback programme. 92.56% 7.44% 0.00%
6.Resolution on the amendment of numbers 2, 3, 5 and 6 of article 13 of the company’s articles of association, to comply with corporate governance regulations. 76.98% 21.16% 1.86%
7.Resolution on the reduction of the share capital, and notably on the reduction of up to Euro 116,648,505, for the purpose of releasing excess capital in connection with the continuation of the share buyback programme initiated in 2004 and already partially completed, by cancelling up to 116,648,505 PT shares to be acquired subsequent to the execution of this resolution, in addition to corresponding resolutions relating to reserves, the reduction of outstanding convertible bonds issued by the company and the amendment to the articles of association further to this resolution (article 4 of the company’s articles of association). 99.99%

 

0.01%

 

0.00%

 

8.Resolution, pursuant to article 8, no. 4 of the articles of association, on the applicable parameters in the case of the future issuance of bonds convertible into shares pursuant to a resolution which may be passed by the board of directors, in addition to the bonds convertible into shares already issued by the company. 62.63%

 

21.25%

 

16.12%

 

9.Resolution on the waiver of the pre-emptive rights of shareholders in connection with the subscription of any possible issuance of convertible bonds referred to in item 8 of this agenda which may be realised pursuant to a resolution of the board of directors. 62.59%

 

21.29%

 

16.12%

 

10.Resolution on the issuance of bonds and any other types of securities, of whatever nature, by the board of directors and, notably, on the determination of the amount pursuant to the terms of no. 3 of article 8 and sub-paragraph e) of no. 1 of article 15 of the articles of association. 85.47% 0.01% 14.52%

 

11.Resolution on the acquisition and sale of own bonds and other securities. 85.51% 0.01% 14.48%

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