AGENDA. 1 Changes in Corporate Governance. 2 Martifer Group Strategy

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2 AGENDA 1 Changes in Corporate Governance 2 Martifer Group Strategy 3 Business Areas Outlook 3.1 Renewables 3.2 Energy Systems Wind 3.3 Energy Systems Solar 3.4 Metallic Constructions 4 Targets and New Guidances 2

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4 1 Changes in Corporate Governance AGENDA 2 Martifer Towards Sustainable Growth 3 Martifer Group Overview 4 International Presence 5 What about Prio? 6 Group s Financial Performance 7 Main Conclusions CHANGES IN CORPORATE GOVERNANCE MARTIFER GROUP STRATEGY Jorge Martins CEO Martifer Group

5 CHANGES IN CORPORATE GOVERNANCE Reduction of Board Members from 9 to 7 Separation between Chairman and CEO 2 independent non-executive board members in 7 Empowerment of Business Areas with specific executive committees Quick decision-making process and close to Business Areas 2

6 CHANGES IN CORPORATE GOVERNANCE CORPORATE STRUCTURE MARTIFER METALLIC CONSTRUCTIONS MARTIFERR ENERGY SYSTEMS MARTIFER RENEWABLES WIND SOLAR Executive Committee Martifer SGPS, SA Martifer Gestão e Serviços, SA Corporate Governance Committee Ethics Committee Board of Directors Martifer SGPS, SA Martifer SGPS, SA Public Company 3

7 CHANGES IN CORPORATE GOVERNANCE NEW MODEL MT SGPS MT Metallic Constructions MT Energy Systems Wind Solar MT Renewables NON-EXECUTIVE Carlos Martins Jorge Coelho Eduardo Rocha Jorge Farinha Luís V. Tavares Jorge Martins Mário Couto Jorge Martins Mário Couto Jorge Martins Mário Couto Jorge Martins Mário Couto EXECUTIVE E Jorge Martins CEO Mário Couto CFO José Rodrigues CEO António Pontes CEO Henrique Rodrigues CEO Afonso Proença CEO 4

8 MARTIFER TOWARDS SUSTAINABLE GROWTH STRATEGIC VISION IN THE CURRENT ECONOMIC ENVIRONMENT CRISIS EFFECTS MARTIFER S STRATEGY ACTION PLAN Lower growth rates worldwide Tighter operating margins Lower liquidity Financial credit crunch Focus in two Business Areas Market consolidation and selectivee country approach Efforts to maintain profitability levels Increase available cash flow Strengthen the financial structure Opex reduction Working capital Lower levels management of Capex efficiency Redefining Funding Strategy Partnerships Project Finance Asset Rotation 5

9 MARTIFER TOWARDS SUSTAINABLE GROWTH STEPPING INTO ECONOMIC RECOVERY WORLD Global Economic environment showing positive signs Financial Liquidy improving Environmental concern METALLIC CONSTRUCTIONS Increasing of international Bidding Activity (Private and Public) RENEWABLES Governments efforts to stabilize regulation and promoting RE Following new financing institutions entering the credit market the RE sector is slowly starting to take off 6

10 MARTIFER GROUP OVERVIEW Areas METALLIC CONSTRUCTIONS RENEWABLE ENERGY Business Units 7

11 INTERNATIONAL PRESENCE SELECTIVE CO OUNTRY APPROACH NORTH AMERICA EUROPE PORTUGUESE SPEAKING COUNTRIES 8

12 WHAT ABOUT PRIO? AGRO-INDUSTRY ADVANCED FUELS Agriculture Romania, Brazil and Mozambique Oil Extraction and Biodiesel Plants Romania Biodiesel Plant Portugal Storage Tank Farm Portugal Petrol stations network Portugal Decision to separate Prio s assets in two Business Areas: Agro-Industry and Advanced Fuels Partnerships for each Business Area under negotiation, which will reduce Martifer s economic interest and enhance the value creation of Prio Conclusion of this process expected by June

13 700,0 600,0 500,0 400,0 300,0 200,0 100,0 0,0 70,0 60,0 50,0 40,0 30,0 20,0 10,0 0,0 GROUP S FINANCIAL PERFORMANCE KEY FIGURES OPERATING REVENUE (M ) EBITDA (M ) H1'08 H1' H1'08 H1'09 Consolidated Revenues and EBITDA (excluding Prio) have shown strong growth levels In the first half of 2009 the activity increased at a lower pace due to the current economic environment Nevertheless, profitability increased as EBITDA margins grew from 9.3% in H1 08 to 9.6% in H

14 250,0 200,0 150,0 100,0 50,0 0,0 600,0 500,0 400,0 300,0 200,0 100,0 0,0 GROUP S FINANCIAL PERFORMANCE KEY FIGURES CAPEX (M ) NET DEBT (M ) H1'08 H1' H1'08 H1'09 The Net Debt increased significantly in the last two years due to the strong Investment plan in core assets and working capital needs resulting from the increase of activities 11

15 MAIN CONCLUSIONS Clear Strategy & Implementation Track Record Leadership Operating and Financial Efficiency Strong Financial Structure Reliable Businesses with Growth Opportunities Focused, Talented & Committed People Entrepreneurship Sound Technical Skills Supportive shareholders Sustainable Growth and Value Creation 12

16 RENEWABLES Historical Overview 1 Portfolio 2 International Presence 3 Cooperation Agreement 4 Strategy 5 Afonso Proença CEO Martifer Renewables

17 HISTORICAL OVERVIEW Eastern Europe Market entry Spanish, Brazilian and Australian market entry By year end MTR has a development pipeline of circa 1.0 GW By year end MTR has 74 MW in operation and circa 3.0 GW in development Ventinveste consortium awarded 400 MW tender in Portugal MTR currently has 104MW in operation and circa 3.5 MW in development USA market entry Engagement in a Cooperation Agreement with Enersis Martifer Renewables ( MTR ) created By year end MTR has 53 MW in operation and circa 1.5 GW in development 2

18 PORTFOLIO Country Potential Early stage Development Advanced stage MW MTR Total MTR Total MTR Total MTR Total MTR Total MTR Total Poland Romania Germany Eastern and Central Europe Portugal Spain Iberia Australia Brazil USA (1) 157 (1) 207 Construction Operation Aggregate (1) 7 (1) , Aggregate 593 1, , ,036 3,491 DEVELOPMENT CLASSIFICATION EARLY STAGE Development and licensing processes initiated Land partially secure (1) Includes Solar projects (Spain-PV; USA-CSP) ADVANCED STAGE Most relevant development processes secured Real wind measurements taken 3

19 PORTFOLIO PORTUGAL VENTINVESTE EÓL LICA Latest schedule revision on the 400 MW awarded on the Portuguese wind tender (Fase B) Start Operation: Projects MW Total Vale Grande 10 Douro Sul São Bento Other Total

20 INTERNATIONAL PRESENCE Reevaluation of the International Presence 5

21 COOPERATION AGREEMENT EXPERIENCED TEAM EXTENSIVE PORTFOLIO JOINT DEVELOPMENT OF NEW ACTIVITIES LEADERSHIP Appointment of Afonso Proença as Martifer Renewables CEO (Chief Executive Officer) BEST PRACTICES Apply renewable energy project development best practices in both entities PROJECT PORTFOLIOS Reevaluation of portfolios and refocus of efforts COOPERATION BETWEEN THE TWO TEAMS Optimization of teams skills in services rendered to projects 6

22 STRATEGY DEVELOPMENT CONSTRUCTION OPERATION Focus on development of projects where internal competences can add value Careful risk evaluation EPC/ Turn Key contracts Performed under Non Recourse Finance Careful risk monitoring policies and procedures Management of projects in order to maximize the performance and Project Finance compliance Careful use of Equity Partnership model for development and future investments Assets rotation on different project phases MAXIMIZE SHAREHOLDER RETURN 7

23 1 Energy Systems Business Segments 2 Energy Systems Wind 3 Sector Environment 4 Operational Highlights ENERGY SYSTEMS WIND António Pontes CEO Martifer Energy Systems

24 ENERGY SYSTEMS BUSINESS SEGMENTS INDUSTRY WIND FARMS ENGINEERING R&D WIND 2

25 ENERGY SYSTEMS WIND INDUSTRY WIND FARMS TOWERS COMPONENTS ASSEMBLY BoP / EPC Production of wind towers: 400 towers/year capacity in Oliveira de Frades, Portugal and 200 towers/year capacity in Texas, USA (currently under construction) Production of other wind turbine metallic components Assembly of generators in a Joint-Venture with REpower Systems (50%/50%) Project Management, EPC and BoP of Wind Projects O&M of Wind Farms 3

26 ENERGY SYSTEMS WIND TOWER FACTORY IN TEXAS, USA Factory currently under construction Production to start in 2Q2010 Capacity: 200 towers/year Location: San Angelo, Texas #1 State in installed capacity (8,361MW) #1 State in under construction capacity (1,096MW) #2 State* in potential capacity (136GW) Huge potential not only in Texas but also in adjacent states Joint-Venture with Hirschfeld Wind Energy Solutions, bringing knowledge and experience in the local market State Existing projects (MW) Potential capacity (MW) Rank by potential capacity* Texas 8, ,100 2 New Mexico , Colorado 1,067 54, Kansas 1, ,900 3 Oklahoma ,700 8 * #1 being North Dakota with 138GW Source: AWEA, Data as of end 4of June

27 ENERGY SYSTEMS WIND PRODUCTION OF C COMPONENTS AND TURBINE ASSEMBLY Factory of Wind Turbine Metallic Components in Oliveira de Frades Production started in January 2009 High-tech industrial process COMPONENTS Turbine Assembly line in Oliveira de Frades ASSEMBLY Joint-Venture with REpower Systems Annual Capacity: 130 turbines Stable order book (Ventinveste project and REpower Systems) 5

28 ENERGY SYSTEMS WIND WIND FARMS Turnkey projects Clients More than 215 MW erected in Portugal and Spain 10 MW concluded in Poland Small and medium size developers (EPC) Utilities (BoP) Partnerships Turbine suppliers for specific markets Mostly for emerging markets BOP / EPC 6

29 ENERGY SYSTEMS OTHER ENGINEERING RESEARCH & DEVELOPMENT Projects of high technological complexity: Engineering Management Construction Wave CSP Partnership to develop prototype Biodiesel factories in Portugal and Romania 7

30 SECTOR ENVIRONMENT FOR THE PAST YEA AR SECTOR HAS BEEN UNDER PRESSURE Declines in the price of raw materials have been reducing the cost of wind turbine components and producers margins GLOBAL WIND SUPPLY CHAIN COST AND MARGIN SUMMARY According to New Energy Finance turbines are now being bought at an average price of 1 M /MW in Europe, 1.4 M$/MW in the US (0.93 M *) and 0.8 M$/MW in China (0.53 M *) Nonetheless there are still segments in the value chain worth exploring * EUR/USD 1,5 (22 October 2009) Source: New Energy Finance 8

31 SECTOR ENVIRONMENT WIND CAPACITY PR ROSPECTS In 2008 were added about 27 GW of wind capacity worldwide ONSHORE WIND CAPACITY INSTALLATIONS BY STATUS OF PROJECT E (GW) The wind sector represented a turnover of 40 billion in 2008 Market diversification: 76 countries were already using wind energy on a commercial basis in 2008 Onshore wind installations will continue strong for the next few years Source: New Energy Finance 9

32 SECTOR ENVIRONMENT DEMAND STILL DUE E TO INCREASE Year Country Accumulated Installed Capacity 2008 (MW) 2009E 2010E 2011E 2012E E USA 25,170 7,662 Spain 16,740 1,500 Germany 23,902 1,400 France 3,404 1,122 Canada 2,369 1,169 Italy 3, UK 3, Portugal 2, Brazil Turkey ,454 10,214 10,068 30,736 1,400 1,000 1,000 3,400 1,300 1,100 1,000 3,400 1,200 1,200 1,450 3,850 1,264 1,113 1,035 3,412 1,040 1,140 1,240 3,420 1,023 1,226 1,704 3, , ,401 Source: New Energy Finance; World Wind Energy Association 10

33 OPERATIONAL HIGHLIGHTS Although the market has been under significant constraints, Energy Systems has been able to improve revenues on all segments of the business unit WIND FARMS INSTALLED UNTIL SEPTEMBER 2009 Installed Name Capacity (MW) Client Manufacturer Lousã 35.0 Enersis GE Tarouca 4.0 Finerg REpower Valérios 2.0 Cavalum REpower Joguinho 26.0 E2/EON REpower (M ) REVENUES 1st Half st Half 2008 YoY Growth Cela 2.0 Cavalum REpower Torrão 2.0 Cavalum REpower Marvila 12.0 ENEólica REpower Wind Turnkey* % Wind Components* % Engineering + Other % Total % * considering 100% of REpower Portugal and Gebox (both held in 50% and consolidated proportionally) and before eliminations Source: Company Information Vila Franca de Xira 12.6 MT Renewables Suzlon Mingorrubio (Spain) 26.0 E2/EON REpower Baião 6.3 MT Renewables Suzlon Serra Alta 2.0 Airtricity REpower Barão de S. João 50.0 E2/EON REpower Sobrado 8.0 Energiekontor REpower Alto da Folgorosa 18.0 E2/EON REpower Espinhaço de Cão 10.0 E2/EON REpower Leki Dukielskie (Poland) 10.0 MT Renewables REpower Total

34 ENERGY SYSTEMS SOLAR Martifer Solar Business Segments 1 PV Module Factory 2 Technologic Solutions 3 Strategic Orientation 4 Martifer Solar in the Solar Market 5 Sector Trends 6 International Presence 7 Order Book 8 Gustavo Fernandes Board Member Martifer Solar

35 MARTIFER SOLAR BUSINESS SEGMENTS P PHOTOVOLTAIC GROUND BASED SOLAR PARKS (>100 kw) ROOFTOP SYSTEMS (>100 kw) BUILDING INTEGRATED ( kw) RESIDENTIAL AND COMMERCIAL (<100 kw) EPC Developer Module distribution EPC Developer Module distribution EPC Module distribution and microgeneration kits 2

36 PV MODULE FACTORY Capacity: 50 MW per year Leading technology Fully automated and robotized In-house production of tempered glass Suppliers (Gintech; Isovolta; Sapa; Tyco) Certified First quality Surface: 10,000 sqm 3

37 TECHNOLOGIC SOLUTIONS PV MODULE SMARTRACKER SMARTPARK ROOFTOP MOUNTING SYSTEM Power from 210 to 240 Wp Warranty: - 5-year - 90% output power 10-year - 80% output power 25-year Own patented tracker Mono-axis tracker: East-West movement Optimal inclination Up to 20% output increase PV solution for parking areas Includes metallic structure, inserted PV modules, inverter, cabling and connections box High technology Easy installation Gravity structures without perforation Protects rooftops Exclusive product Saves time and cost 4

38 STRATEGIC ORIENTATION Martifer Solar is focused on the final stages of the PV supply chain Vertical integration on the last stage of the supply chain in order to obtain higher margins There is a need for Strategic Partnerships: Funds (e.g.: Akuo Energy; Enfinity) Private Equities and Family Offices Private Banking Utilities DEVELOPMENT EPC O&M POLYSILICON INGOTS/WAFERS CELLS MODULES COMMISSIONING Martifer Solar Strategic Partners * Investment, financing ASSET MANAGEMENT* 5

39 MARTIFER SOLAR IN THE SOLAR MARKET (M ) TURNOVER VS COMPETITORS 1H 2009 Source: Company Reports 1H

40 MARTIFER SOLAR IN THE SOLAR MARKET EBIT MARGIN VS COMPETITORS 1H 2009 Source: Company Reports 1H

41 SECTOR TRENDS MARKET EXPECTED EVOLU UTION The market is expected to grow in the following years but margins are expected to diminish and prices (both for PV components and systems) will keep on decreasing due to excess of supply Due to lack of liquidity in the financial markets, the price for financing projects will be higher Concentration is expected to occur among industrial players Source: EPIA Source: Thomson 8

42 SECTOR TRENDS BUSINESS DRIVERS Environmental awarness Abundant resource Opportunities in emerging markets Decrease in the price of raw materials makes solar technology more competitive Attractive Rate of Return for equity investors 360º Turnkey PV solutions 9

43 SECTOR TRENDS MARKET POTENTIAL Year Country Accumulated Installed Capacity 2008 (MW)* 2009E 2010E 2011E 2012E E Belgium Czech Rep France ,244 Greece Italy ,132 1,218 1,313 3,663 Portugal Spain 3, ,516 USA 1, ,669 2,722 5,251 Source: Estimates from NEF - PV Market Outlook, Q (except for Belgium (EPIA Global Market Outlook) 10

44 INTERNATIONAL PRESENCE We are currently present in markets with very good future perspectives in what concerns the PV market Until 2012 we will be entering three new markets that perfectly fit our strategy Turkey Bulgaria Canada 11

45 ORDER BOOK BELGIUM 7 MW under construction and 15 MW under negotiation ITALY 6 MW under construction and engagement letters covering 15 MW CZECH REPUBLIC 2.9 MW under construction and 7 MW under negotiation PORTUGAL Rooftop installations (microgeneration) and 6 MW under negotiation FRANCE 10 MW under negotiation GREECE Current order book 0.66 MW SPAIN 11 MW under construction and engagement letters covering 5 MW USA 2 MW under construction and 10 MW under negotiation 12

46 METALLIC CONSTRUCTION Metallic Construction Business Segments 1 Industrial and Commercial Presence 2 Sector Environment 3 Market Position in Europe 4 Strategic Lines 5 Backlog and Production Evolution 6 Projects 7 José Rodrigues CEO Martifer Metallic Construction

47 METALLIC CONSTRUCTION BUSINESS SEGMENTS METALLIC STRUCTURES ALUMINIUM FAÇADES STAINLESS STEEL SOLUTIONS REAL ESTATE Iberian market leader and one of the largest players in Europe Capacity to execute complex works, finding the right solutions both in project and engineering fields Gradual divestment between 2010 and 2012 Provider of Turnkey Solutions Total installed capacity: 80,000 tonnes/year 2

48 INDUSTRIAL AND COMMERCIAL PRESENCE

49 SECTOR ENVIRONMENT Competition has increased due to poor levels of activity in Europe Price ( ) , Steel Price Evolution Average prices of raw material dropped (carbon steel dropped 54% from Jun-08 to Jun-09) Nevertheless, Martifer Metallic Construction expects to increase its revenues in 2009 as well as sustain the operational margin Source: World Steel 4

50 MARKET POSITION IN EUROPE COMPETITO ORS Martifer Metallic Construction has a relevant position in terms of Revenues and Operating Margins Lindab, Mostostal Warszawa and Severfield are the leaders in Europe in terms of Revenues Size of bubble = Net Profit Source: Dun & Bradstreet, Companies Website. Figures (for 2008) have been adjusted for comparison. Source: Dun & Bradstreet, Companies Website Figures (for 2008) have been adjusted for comparison 5

51 MARKET POSITION IN EUROPE DIRECT COM MPETITORS Martifer has been competing directly with Severfield, Eiffel, Hollandia, Cimolai, URSSA and Horta-Coslada in the major projects 496 TURNOVER 2008 ( M) SEVERFIELD EIFFEL MARTIFER HOLLANDIA CIMOLAI URSSA HORTA-COSLADA Source: Dun & Bradstreet, Companies Website Figures (for 2008) have been adjusted for comparison 6

52 STRATEGIC LINES Our target: Top 5 in terms of Turnover, Profitability and Notoriety (being invited by the client to bid in 90% of the projects above 20m) Focus in projects with high complexity in Iberia, East and Central Europe In Angola Martifer expects to take advantage from the significant economic growth United Kingdom has been our most recent strategic choice, as we see this market with enormous potential of growth Brazil is under analysis as the following years will receive the World Cup 2014 and the Olympics 2016 Always looking for good project opportunities in other countries, which we call Visit Countries North Africa is a new market that will be served from Iberia and Romania as an extension of the European market NEW MARKETS UK BRAZIL 7

53 BACKLOG AND PRODUCTION EVOLUTION Backlog as of September 2009 (Total: 307 M ) Significant works in progress Rest of the world 24% Portugal 44% Project Location Total Value (M ) Year of Completion tonnes , , , , , , , , ,000 0 Central Europe 12% 33,200 Spain 20% Production Evolution 48,100 50,200 60,500 80, E Galp Oil Refinery Zerozero Tower Corporate Head Office Pego Power Station Sines, Portugal Barcelona, Spain Luanda, Angola Abrantes, Portugal Ulla Bridge Galicia, Spain Repsol Head Office Renault Factory* * Not included in June s backlog Madrid, Spain Morocco

54 NEW AWARDED PROJECTS CLIENT LOCATION RENAULT MOROCCO VALUE 25 M QUANTITY 8,000 TONNES 9

55 NEW AWARDED PROJECTS CLIENT - LOCATION ANGOLA VALUE ~16 M QUANTITY 2,000 TONNES 10

56 1 Update on the Capex Plan 2009E-2012E 2 Operational Guidance 2009E-2012E 3 Financial Strategy 4 Goals and Commitment 5 Dividend Policy 6 Relative Stock Performance TARGETS AND NEW GUIDANCES Mário Couto CFO Martifer Group

57 UPDATE ON THE CAPEX PLAN 2009E 2012E (M ) E 2010E 2012E METALLIC CONSTRUCTION ENERGY SYSTEMS WIND ENERGY SYSTEMS SOLAR RENEWABLES TOTAL 213* 115* 320 We highlight that the 275 M of capex expected for the period is a gross figure. The net capex should be lower following the asset rotation policy currently adopted by Martifer Renewables * Total Capex includes investments at the holding level, namely in the SAP technology 2

58 OPERATIONAL GUIDANCE 2009E 2012E CONSOLIDATED REVENUES (M ) % % METALLIC CONSTRUCTION Revenues growth: [10% ; 13%] CAGR Ebitda Mg: [10% ; 11%] ENERGY SYSTEMS WIND Revenues growth: [14% ; 17%] CAGR Ebitda Mg: [7% ; 8%] ENERGY SYSTEMS SOLAR Revenues growth: [15% ; 18%] CAGR Ebitda Mg: [7% ; 8%] RENEWABLES Ebitda Mg: [75% ; 80%] for assets under operation Martifer is focused on value creation: consolidation of our current situation, leveraging of growth opportunities and profitability optimization 3

59 FINANCIAL STRATEGY Lines of intervention Measures Financial Discipline Financial Capacity and Solvency Internationalization of funding sources Transparency Improving our Financial Strength Assets Rotation Policy Sale of non-core Assets Efficient Working Capital Management Project Finance for RE projects It is our intention to decrease the Group s level of debt and to improve our leverage ratios HOW? 4

60 GOALS AND COMMITMENT NET DEBT EVOLUTION 2009E 2012E (M ) Corporate Debt Non Recourse Debt EDP Shares 2009 Net Debt Sale of Non-Core Assets Operational CF Assets Rotation WC Inv Capex Inv Dividends 2012 Net Debt 6.6 x (Adjusted Net Debt, excl. EDP) 5.8 x (Excl. Non Rec. Debt and EDP) Net Debt / EBITDA 4.0 x (Adjusted Net Debt, excl. EDP) 2.0 x (Excl. Non Rec. Debt and EDP) 5

61 DIVIDEND POLICY M 2007 Employees 33.2 Company (retained earnings) 31.9 Shareholders 0.0 Financial institutions 18.2 State 6.4 Total value distributed 89.7 % 2008 % 1H 09 % 37% % % 36% % % 0% 0.0 0% 0.0 0% 20% % % 7% 4.3 4% 4.5 2% 100% % % The value that Martifer distributed has been mostly directed to Human Resources and Financial Institutions following the significant investment plan Until now, Shareholders have not been remunerated 6

62 DIVIDEND POLICY Commitment to Shareholders Efficient Working Capital Management Sale of Non-Core Assets Capex financing redefinition Increasing EBITDA in period Net Debt / EBITDA (Target 2012E: 4x) Martifer decided to establish a Dividendd Payout Ratio of 40% from 2010 onwards ensuring a solid financial structure and comfortable debt levels. Regarding 2009 result, the Board will propose the Assembly an extraordinary dividend to be paid in

63 DISCLAIMER This report may contain forward-looking statements, that is, statements related to future, not past, events. All statements, other than statements of fact, that address activities, events or developments that we or our management intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements, which are based on management s assumptions and assessments in light of past experience and trends, current conditions, expected future developments and other relevant factors. They are not guarantees of future performance, and current results, developments and business decisions may differ from those envisaged by our for rward-looking statements. These are also subject to risks and uncertainties, which can affect our performance in both the near- 8 and long-term. 8

64 Martifer SGPS, S.A. Zona Industrial, Apartado Oliveira de Frades Portugal Tel: Fax: