Management & Board of Directors
Board of Directors
Marfrig's board of directors is a collective decision-making body responsible for the formulation and monitoring for implementation of overall business policies, including its long-term strategy. It is also responsible, among other attributions, for the appointment and supervision of the Company's officers and for the engagement of independent auditors.
According to Marfrig's by-laws, the Board of Directors of the Company must have at least five and a maximum of eleven members, all of them elected by a General Shareholders' Meeting, with joint term of two fiscal years, and possible to be reelected.
Under the Novo Mercado Regulation, at least 20% of the members of the Company's Board of Directors shall be Independent. Marfrig's board members must also subscribe to, prior to taking office, the administrators' instrument of Consent, as established in the Novo Mercado regulations
Marcos Antonio Molina dos Santos
Mr. Marcos Antonio Molina dos Santos is the chairman of the board of the Corporation. He has over 20 years of experience in the food industry, where he began at age 16 by opening his first enterprise, a food distributor. Since Marfrig’s incorporation, he has worked actively with key clients to strengthen commercial relations in the national and international markets and to support the development and improvement of industrial and quality processes, seeking to surpass the expectations of the global industry. Mr. Molina dos Santos also is a partner and the chief executive officer of MMS Participações Ltda., which is the controlling shareholder of the Corporation.
Ernesto Lozardo has bachelor's and master's degrees in business administration from the New York University, and a bachelor's degree in economics from Columbia University, USA. He has been on the board of directors of Fibria Celulose S.A. since September 2016. Since June 2016, he has been chairman of the Institute for Applied Economic Research (IPEA), a federal research foundation. From September 2011 to June 2016, he served as advisor to the chairman of the Brazilian Development Bank – BNDES (Brazilian federal government development bank). Earlier, he served as Director of Planning at Caixa Seguros Seguradora (which operates in the insurance, pension plans, consortia and savings bonds segments) from 2000 to 2002, and as Chief Executive Officer of the São Paulo State Data Processing Company – PRODESP (an IT company of the São Paulo state government), in 1994. From 1992 to 1994, he served as Secretary of Planning, Economy and Administration in the Government of the State of São Paulo. He has also been Professor of International Economics, Macroeconomics, Brazilian Economy and Finances, Currencies and Banks at FGV – School of Business Administration of São Paulo, since 1978. Mr. Ernesto Lozardo is considered a Politically Exposed Person, under the terms of the applicable regulations, since he has held a relevant public function in the last 5 (five) years in the BNDES - National Bank for Economic Development, as well as President of the Institute of Applied Economic Research - IPEA.
Ian David Hill
Mr. Ian David Hill, 65, holds a B.A. in Economics and Rural Administration from the Royal Berkshire College of Agriculture, United Kingdom, and holds technical certification in bovine management and health; crop management; and administration and maintenance of tractors and agriculture machinery from the City and Guilds, London. He served as Chairman of the Board of Usina Benalcool S/A Álcool e Açúcar (Bento de Abreu-SP) from 1992 to 2007. He was Director of the São Paulo State Cattle Raising Development Fund (FUNDEPEC SP) from 1996 to 2003. He was Secretary-Director of the Rural Employers Union of Valparaíso-SP from 1993 to 1995. He was Technical Director of the São Paulo Association of Nelore Cattle Farmers from 1995 to 1998. He was as member of the Board of Directors of Usina de Etanol e Açúcar GASA – Guanabara Agroindustrial S/A in Andradina-SP from 1996 to 2000. He was CEO of Grupo Delta-G (Norte) from 2000 to 2008. He currently is a director on the board of Genoa Biotecnologia S.A. (since 2004), an executive officer and director on the board of Da Mata S/A – Açúcar e Álcool in Valparaíso-SP (since 2006), director of the cattle farming chamber of the Brazilian Rural Society (since 2009) and actively participates in the management of Agropecuária Jacarezinho LTDA. He is a Director of the Nuffield Trust (Brazil), which fosters research abroad for young agribusiness professional.
Roberto Silva Waack
Mr. Roberto Silva Waack is a Biologist (IB-USP) and Master in Business Administration (FEA-USP). He is President of Fundação Renovan, an organization created to manage repairs following the collapse of the Fundão Dam in Mariana, Minas Gerais. His is founder, shareholder and former CEO and subsequently Chairman of the Board of Amata S.A. (www.amatabrasil.com.br), a forestry company engaged in the stewardship and cultivation of native and exotic species. He has long experience as an executive of Brazilian and multinational companies in the pharmaceutical and forestry industries, as general director and in the technology, marketing and planning areas. As an entrepreneur, he is engaged directly in the private placement and creation of management and governance structures. He participates actively on the board of directors of organizations such as Wisewood (recycled plastics), CHS Agroindustrial (grain trading), Global Reporting Initiative (GRI), Forest Stewardship Council (FSC), Brazilian Corporate Governance Institute (IBGC), Instituto Ethos, Fundo Brasileiro de Biodiversidade (Funbio), ISE-Bovespa and WWF. He has been engaged directly in environmental and social movements since the 1980s, always acting at the interface between the private sector and NGOs. He holds a B.Sc. in Biology from IB-USP and an MBA from FEA-USP. Previously he served at the following organizations: Amata S.A. (Chairman of the Board, 2013-2015); CHS Agronegócio Ltda. (Advisory Board, 2014-2016); Brazilian Corporate Governance Institute - IBGC (Director, 2014-2016); Global Reporting Initiative – GRI (Director, 2010-2016); Instituto Ethos (Director, 2013-2016); WWF Brasil (Director and Chairman of the Board, 2014-2016); Instituto Ipê (Director, 2012-2016); BOVESPA Corporate Sustainability Index - ISE (Advisory Board, 2014-2106); Enterprises for Climate Initiative - EPC/FGV (Advisory Board, 2011-2016); Rede Amigos da Amazônia - RAM (Advisory Board, 2008-2014); Fundo Brasileiro para a Biodiversidade - FUNBIO (Director, 2009-14); Forest Stewardship Council – FSC (Director, 2006-12; Chairman of the Board, 2008-10); Steering Committee of the Amazon Alternative – IDH The Sustainable Trade Initiative – Holland (2011-14); Instituto para a Agricultura Sustentável - ARES (Chairman of the Board, 2007-11); Global Campaign for Climate Action - Brazilian Section (Advisory Board, 2009-10); Grupo Orsa Holding (Advisory Board, 2005-06); Centro de Referencia para Informação Ambiental - CRIA (Director, 2005-11); Forest Stewardship Council Brazilian Initiative (Director, 2005-07); Ybios, a joint venture of Orsa, Natura and Centroflora for R&D in products from biodiversity (Founder and Director, 2004-06); Plantations Review Group at Forest Stewardship Council (2004-05); Foundation Institute of the Business and Economics School of the University of São Paulo (FIA/USP) ; PENSA Agribusiness Program at FEA-USP (Advisory Board, 2001-06). His appointment as member is subject to formal confirmation by the shareholder BNDES Participações S.A. under the Shareholders’ Agreement.
Herculano Aníbal Alves
Mr. Herculano Aníbal Alves, 66, holds a B.Sc. in Economics from Pontifical Catholic University of Sao Paulo (PUC-SP) (1980), completed a non-degree program in Financial Administration at the Getúlio Vargas Foundation (FGV) (1983), received a master’s degree in Finance and Investment from FGV (1989), and completed an extension program at Kellog University. He also completed an executive education program in Risk, Compliance and Governance at the Risk University of KPMG. He is certified as a Portfolio Manager by the Securities and Exchange Commission of Brazil (CVM) and a Certified Professional by the Brazilian Financial and Capital Markets Association (Anbima-CGA) Previously he worked in the financial industry as investment director, stock manager and credit analyst at BRAM - Bradesco Asset Management, ABN AMRO, Unibanco and Banco Bozzano Simonsen, and in the administrative and financial areas of Empresa de Onibus Vila Carrão. At the former three companies, he was a member of the Credit and Investment committees and on the BRAM monthly committee at Banco Bradesco. Director at Tim Brasil (2015 to present) and at Marfrig Brasil Foods (2015 to Nov/16). Member of the Audit Board at Cielo (2015 to present), Grendene (2015 to present), Grupo Fleury and Ecorodovias (2018 to present), Gerdau (2017-18), Fundo de Private Equity de Tecnologia da GP (2001-05), Fundo de Valor e Liquidez da Bradesco Templeton (1998-01) and alternate member at Fundo de Private Equity da 2Bcapital (2013 to Jan/19). Partner at Araxá Investimentos (2015-16) and Barigui Gestão de Recursos (Nov/16 to present). Member of the Bylaws Audit Committee at Tim Brasil, Chairman of the Risk and Financial Specialist Committee. Participation in various associations, including member of the Mergers & Acquisition Committee (2015-18), Analyst Supervisory Board (2016 to present) and Association of Capital Markets Investors - AMEC (2011-16), Chairman of the Stock Funds Committee of Brazilian Financial and Capital Markets Association - Anbima (2012-16) and Board Member and Technical Director at Abamec, currently the Capital Market Professionals and Investors Association - Apimec (1988-92). He has participated as a lecturer at events hosted by APIMEC, Investidor Profissional and Info Money. He has given interviews to Bloomberg TV and to the newspapers: Valor, Estadão, Folha de São Paulo and O Globo, and to the periodicals: Exame and Istoé Dinheiro, and to various websites. His appointment as member is subject to formal confirmation by the shareholder BNDES Participações S.A. under the Shareholders’ Agreement.
Márcia Aparecida Pascoal Marçal dos Santos
Ms. Marcia Aparecida Pascoal Marçal dos Santos has been a director of the Corporation since March 2007. She has amassed long experience at Marfrig, having served as head of the financial department from 2000 to 2006 and as head of the internal audit team from 2000 to 2006. She also actively participates in the Marfrig Social Responsibility Institute Fazer e Ser Feliz, as its president. Ms. Marçal dos Santos also is a partner and executive vice-president at MMS Participações Ltda., which is the parent company of the Corporation.
Rodrigo Marçal Filho
Mr. Rodrigo Marçal Filho has been a director at the Corporation since March 2007 and is a statutory office of the Corporation, elected on January 7, 2014, and invested into office on January 23, 2014. He has spent his entire career in the agriculture sector, having worked as a farm administrator until he joined the Corporation in May 2000, as director of cattle sourcing until becoming infrastructure officer.
Alain Emilie Henry Martinet
Mr. Alain Emile Henri Martinet has been an independent director of the Corporation since December 2009. A French national, he has worked in the animal protein industry for over 30 years, having managed the international team of the meats department at Louis Dreyfus Corporation USA (1978 to 1984). He was general manager (1985 to 1991) and commercial director (1991 to 1992) at the meatpacker Frigorífico Rio - Platense. He served as executive officer at SWIFT Argentina for five years, starting in 2001. Mr. Martinet joined the Corporation in October 2006 and has served as the executive officer responsible for the Argentina operations, for the trading houses and for the U.S. operations of the Marfrig Group.
David G. McDonald
Mr. McDonald is a member of Marfrig's board of directors. He is also member of OSI Group's board of directors. He joined the Marfrig's board of directors in 2008 after the company had acquired the OSI Group operations in Europe and in Brazil. Mr. McDonald holds a degree in Animal Science from Iowa State University, in 1987, when he joined OSI Industries, a multi-national food processing company with 70 facilities in 38 countries (www.osigroup.com), as Project Manager and currently holding the position of President and Chief Operating Officer.
Antonio Maciel Neto
Mr. Maciel Neto has been an independent director of the Corporation since May 2007 and is currently an entrepreneur in the cattle raising, biotechnology and executive education sectors. He has served as CEO of the CAOA Group (2013 to 2017), Suzano Papel e Celulose (2006 to 2012), Ford in Brazil and South America and as Corporate Vice-President of Ford (1999 to May 2006). He also served as CEO of the Itamarati Group (1997 to 1999) and CECRISA – Revestimentos Cerâmicos (1993 to 1997). From 1990 to 1993, he held various positions in the Federal Government in Brasília, serving in the Ministry of Economy as Deputy Director of the Industry and Commerce Department and as Deputy National Economic Secretary. When the Ministry of Industry, Commerce and Tourism was created, he served for eight months as Executive Secretary (Vice-Minister). During those three years, he served as technical coordinator of the Brazilian Quality and Productivity Program (PBQP). He began his career at Petrobrás in 1980, where he worked for 10 years. He served on the Board of several companies, including Archer Daniels Midland Company (ADM) and Suzano Papel e Celulose. He currently serves on the Board of Execution, an advertising agency. Mr. Maciel Neto received a bachelor's degree in Mechanical Engineering from the Federal University of Rio de Janeiro (UFRJ) in 1979.
Carlos Geraldo Langoni
Professor Carlos Geraldo Langoni has been an independent director of the Corporation since May 2007.
He earned a Ph.D. in Economics from the University of Chicago in 1970, when he presented a pioneering thesis on the social profitability of education investments in Brazil.
He was president of the Central Bank of Brazil (1980-83). He served as CEO and Partner of Projeta Consultoria Financeira, which is associated with the group NM Rothschild & Sons Limited, a leading company in the country’s privatization process of the 1990s.
He is Director of the Global Economy Center of the Getúlio Vargas Foundation (FGV) and President of the consulting firm Projeta Consultoria Econômica, which focuses on investment strategy and macroeconomic scenarios (Aide Memoire / Brazil Memo).
He has published nine books, the latest of which is “Development Crisis: Blueprint for Change,” prefaced by Paul Volcker.
Marcelo Maia de Azevedo Correa
Mr. Correa is an independent Board Member. He is currently the chief executive officer of Grupo Neoenergia S.A., a member of the board of directors of the National Operator of Electric System (Operador Nacional do Sistema Elétrico), or ONS, Coelba, Cosern, Celpe, Itapebi, Termopernambuco, PCH I, Afluente, Goiás Sul and Baguari I. He was also the chairman of VCB Energia S.A. from 1997 to 2004 and of the board of directors of CPFL - Piratininga from 2001 to 2002 and a member of the fiscal council of RGE - Rio Grande Energia from 1997 to 1999 and CPFL - Paulista. Mr. Correa holds a degree in civil engineering from PUC/RJ and has a MBA in Finance from IBMEC.
Mr. Roberto Faldini, 69, holds a B.A. in Business Administration from the School of Economics and Business Administration at the Getúlio Vargas Foundation - EAESP-FGV (1972). He completed non-degree programs in Advanced Management at the Dom Cabral Foundation and at INSEAD – Fontainebleau, France (1991), in Entrepreneurship at Babson College – Boston (2004), and in Corporate Governance Board Leadership – TOT (Training of Trainers) at the International Finance Corporation (IFC) and Brazilian Corporate Governance Institute (IBGC). He is the co-founder of the Brazilian Corporate Governance Institute - IBGC (1995), an organization dedicated to promoting and disseminating corporate governance principles in the country, and is an associate member of the Brazilian Institute of Financial Executives (IBEF) and the Family Business Network (FBN) in Brazil. He was executive officer, shareholder and director at Metal Leve S.A., a producer of automotive parts, where he served as chief financial officer and investor relations officer from 1980 to 1992 and as a director from 1993 to 1996. He served as president of the Securities and Exchange Commission of Brazil (CVM) in 1992. He also was director for São Paulo of the Family Business Center (PDA) at the Dom Cabral Foundation (2002-07). Over the course of his career, he has served as independent director on the board of directors or advisory boards of various companies, which include: a) Bovespa – Bolsa de Valores de São Paulo; b) CPFL – Companhia Paulista de Força e Luz S.A.; c) KlickNet S.A.; d) Inpar S.A. ; e) Sadia S.A./BRF S.A; f) Grupo Everest de Hotéis; g) EMIBRA Indústria de Embalagens Gráficas Ltda. He is an arbiter at the Market Arbitration Chamber of the São Paulo Stock Exchange (B3). He currently is a director at the following companies: a) VULCABRAS|AZALEIA S.A. (since 2011); b) Banco BMG S.A. (since 2013); d) Metalúrgica Golin S.A. (Chairman) since April 2016; and e) Marfrig Global Foods since December 2016.
Board of Executive Officers
Marfrig's Officers are its legal representatives and are primarily responsible for its day-to-day administration and implementation of policies and guidelines set forth by the Board of Directors.
Marfrig's executive Officers are elected by its Board of Directors with three-year term, allowed the re-election and may, at any time, be removed by him.
Marfrig's by-laws provide that its Board of Executive Officers will consist of at least two members, and a maximum of seven members. In accordance with the rules of Novo Mercado, officers must subscribe to, prior to taking office, the Consent Term of the Directors (Termo de Anuência dos Administradores).
Martin Secco Arias
Mr. Secco is Marfrig's Chief Executive Officer. Hi has been the chief executive officer of Marfrig Global Foods S.A since February 16, 2015. From 1987 to 1992, he was an executive officer of Frigorífico Brincofor S.A. in Uruguay. From 1992 to 2007 he has worked at Tacuarembó as an industrial and commercial executive officer. He joined us in 2006, and in 2007 became the Head of Division of Uruguay, aggregating Chile division in 2008. Mr. Secco holds a degree in business administration from the Universidad Católica de Uruguay and a post-graduate degree in management from Universidad de Montevideo.
Ricardo Florence dos Santos
Mr. Santos is Marfrig's Chief Administrative and Financial Officer. He worked at Grupo Pão de Açúcar from 1984 to 2000, as the Financial Planning executive officer and the Investor Relations statutory executive officer. He had worked for two years at UOL Inc. (Grupo Folha de São Paulo) as an investor relations executive officer. He had worked from 2006 to 2007 as an adjunct investor relations executive officer at Brasil Telecom. He had been a member of the board of Grupo Pão de Açúcar from 1995 to 1999; of UOL - Grupo Folha in 2001; of Dentalcorp Sand from 2002 to 2006, and of the Brazilian Institute of Investor Relations (Instituto Brasilieiro de Relações com Investidores), or IBRI, from 1998 to 2001, of which he is currently Chief Executive Officer.
Marcelo Di Lorenzo
Mr. Marcelo Di Lorenzo is a member of the Statutory Board of Executive Officers of the Company since March 2015. He is the Founding Partner of Atlântico Sul Capital Partners and served as its General Director during 2014. He was Partner and General Director for Brazil at 3i from 2011 to 2014. He was General Director and Head of Operations in Brazil at Standard Bank Private Equity from 2009 to 2011. He held various positions, including General Director dedicated to Latin America, at Merrill Lynch Global Private Equity from 2001 to 2009. He also served at Morgan Stanley Dean Witter Private Equity from 1998 to 2001, and at DLJ Merchant Banking Partners from 1996 to 1998. He began his career at McKinsey & Company, where he worked from 1991 to 1993 and again from 1995 to 1996. He served on the board of directors of the listed company Cremer S.A. He received a bachelor's degree in Mechanical Engineering from the Technological Institute of Aeronautics (ITA) in 1990, and an MBA in Finance and Accounting from the University of Chicago in 1995.
Mr. Fabio Taiate Cunha Vasconcellos joined Marfrig in 2010 and since then has served in various management positions in the financial area, including Corporate Controller in Brazil from 2013 to 2016. Since 2016, he has been based in the United States, where he served as Financial Head of Keystone and Global Controller of Marfrig. Having worked directly on all of the company’s strategic projects since 2013, he has amassed some 20 years of experience in the financial areas of multinational companies such as E&Y and Cargill. For the past 15 years, he has worked in the food industry at companies such as Marfrig and Cargill. At age 38, he holds a B.A. in Business Administration from Santa Catarina State University and an MBA in Finance and Controllership from INPG.
Mr. Geres is the Chief Legal Officer of the Corporation. He holds a law degree and is a member of the Brazilian Bar Association since 1994. He holds a graduate degree in Tax Law from Pontifical Catholic University of São Paulo (PUC-SP). He also holds a bachelor's degree in Business Administration from PUC-SP, a master's degree in Political and Economic Law at Universidade Presbiteriana Mackenzie and a Certificate in Global Business Administration from the Thunderbird School of Business (USA)
Marco Antonio Spada
Marco Antonio Spada holds a B.Sc. in Civil Engineering from the Polytechnic School of the University of São Paulo and a graduate degree in business administration from the Getúlio Vargas Foundation (FGV). With over 20 years of experience, he began his career at the Brazilian subsidiary of Cargill and in 2010 joined Marfrig, where he has held various offices, including financial head of Keystone in Hong Kong and treasury director of Marfrig, the latter since 2013.
In the last five years, Mr. Spada has not been subject to (i) any criminal conviction, (ii) any administrative proceeding at the Securities and Exchange Commission of Brazil (CVM) or (iii) any unappealable judicial or administrative ruling that suspended or prohibited him from practicing any professional or commercial activity.
Mr. Tang David is an Executive Officer with no Specific Title. He worked for 11 years (starting in 1991) in the Treasury department of Asea Brown Boveri – ABB Brasil, where his last position was Executive Officer of Banco ABB S.A. (financial arm of ABB Brasil). He worked for 4 years (between 2002 and 2006) in the Treasury department of JBS Friboi and his last position was as controller of the in-Natura Division. He served as Director of Internal Audit at the Corporation between 2007 and 2010.
Rodrigo Marçal Filho
Mr. Marçal Filho is a member of Marfrig's Board of Directors and an Executive Officer with no Specific Title. His professional life has been connected to the agribusiness area, having worked as farm manager until May 2000, when he joined the Company. He was responsible for the purchase of cattle and later became its officer in charge of infrastructure
Mr. Eduardo Miron (53) has been with Marfrig since 2010. Mr. Miron has over 30 years of experience in Finance and has held prominent positions in the agribusiness and financial sectors. For 22 years, he served in different leadership positions in several business of Cargill in Brazil and in the United States, such as Cargill Bank, Black River Asset Management, Seara Alimentos, among others. Previously, he worked at the finance area of Banco Safra, where he remained for ten years. Mr. Miron graduated with a degree in Accountancy from USF-Universidade São Francisco. He also holds a post-graduate degree in Finance from Fundação E.C. Alvares Penteado and a MBA from Business School Sao Paulo/ University of Toronto.
According to the Brazilian corporation law, the fiscal council is an independent management body from the Company and external auditors. The fiscal council works, in accordance with the by-laws of the Company and in accordance with the best corporate governance practices, permanently.
The main responsibilities of the fiscal council are to supervise the activities of the management, review the company's financial statements and report its conclusions to the shareholders. The Brazilian corporation law requires that members of the fiscal council receive compensation of at least 10% of the average amount paid annually to the company's officers. It also requires that the fiscal council is composed of at least three and a maximum of five members and its respective alternates.
Currently the Company's Fiscal Council is composed of three permanent members and three alternate members, with one-year term, and reelection is authorized.
Eduardo Augusto Rocha Pocetti
Mr. Eduardo Pocetti has been a member of the Audit Board of Marfrig Global Foods S.A. since April 2014. He holds a B.Sc. in Accounting Sciences and an MBA from the Getúlio Vargas Foundation (FGV) and currently is the president of the Brazilian Institute of Independent Auditors (IBRACON). He is a partner at KPMG Auditores Independentes and has 30 years of experience at audit firms. From 2004 to 2011, he was president of BDO RCS Auditores Independentes S/A, where he represented BDO Brasil at all member firms of the international BDO network. He has vast experience in finance, accounting, external audits, economic and financial planning and in managerial and executive leadership at various large Brazilian and multinational companies in the manufacturing and financial sectors. He served as lead partner on various IPO journeys and on special corporate finance projects for acquisitions and divestments. He also serves as director at the public corporation Mahle Metal Leve S.A. and as Audit Board member at Centro de Integração Empresa Escola (CIEE).
Mr. Lamb has been a member of the fiscal council of Marfrig Alimentos S.A since April 2011. He holds a license degree in Physics from the Federal University of Rio Grande do Sul (1972), a graduate degree in Monetary Economics from FRE/RS (1987) and a master's degree in Business Administration (Finance) from the Federal University of Rio Grande do Sul (1993). He is a Certified Fiscal Council member from IBGC. He is currently: (i) Professor of Financial Administration at the Federal University of Rio Grande do Sul since 1998; and (ii) Member of the Audit Boards of AES Tietê S.A. (since April 2012), a company operating in the segment of electricity generation, and of Gerdau S.A. (since April 2013), a company operating in the segment of metallurgical products; he is also an alternate member of the audit boards of AES Elpa S.A., a company whose purpose is to hold interest in other companies, and which is currently the controlling shareholder of AES Eletropaulo, a company operating in the segment of electricity distribution, and of PETROBRAS S.A., a company operating in the segments of energy, oil, gas and other energy sources, all of which are publicly held companies. He has been a member of the audit boards of the following publicly held companies: Seara Alimentos Ltda. (food industry, Brazil), Marcopolo S.A. (bus and van body maker, Brazil), Gerdau S.A., (fiscal years 2007 and 2008), Rio Grande Energia S.A. (electricity distribution, Brazil) AES Eletropaulo (electricity distribution, Brazil).
Fernando Dar Li Murcia
Mr. Fernando Dal Ri Murcia, 41, holds a bachelor's degree in Accounting from the University of Vale do Itajaí and a law degree from Paulista University, a bachelor's degree in Business Management from Webber International University in Florida. Master's degree in Accounting from the Federal University of Santa Catarina (areas of concentration: corporate accounting, accounting fraud, financial market) and Doctor in Accounting and Controlling from FEA-USP (areas of concentration: corporate accounting, IFRSs, corporate governance and capital markets). He is currently Professor at the University of Economics, Administration and Accounting (FEA) at USP - SP campus, teaching to graduate, master's and doctoral courses. Invited professor at the Law School of Largo São Francisco, USP, teaching subjects of "law and accounting". Director of Projects and Research of the Foundation for Accounting, Actuarial and Financial Research (FIPECAFI). Member of the Audit Committee of Via Varejo S.A. (Casas Bahia and Ponto Frio). Member of the Audit Committee of FUNCEF (Fundo de Pensão da Caixa-CEF). Substitute Member of the Fiscal Council of Renova Energia S.A. Former Chairman of the Fiscal Council of the Pão de Açúcar Group. Former Chairman of the Fiscal Council of Via Varejo S.A. Former Alternate Member of the Fiscal Council of Gerdau S.A. Consultant, Parecerista and Expert in the area of corporate accounting, corporate valuation, governance and corporate restructuring. Member of the Accounting Studies Group of the Accounting Pronouncements Committee (CPC) in accounting-tax matters in partnership with the Brazilian Federal Revenue Accounting Working Group (RFB). Member of the Finance and Accounting Committee of the Brazilian Institute of Corporate Governance (IBGC). Member of the Brazilian Commission for the Follow-up of Integrated Reporting (CBARI). Member of the Federal Accounting Council (CFC), the Brazilian Bar Association (AAAB), the American Accounting Association (AAA) and the Brazilian Association of Accountants of the European Accounting Association (EAA). The appointment of this member is subject to formal confirmation by the shareholder BNDES Participações S.A. within the scope of the Shareholders' Agreement.
Axel Erhard Brod
Mr. Brod holds a graduate degree in Business Administration from the Universität des Saarlandes em Saarbrücken in Germany and from the Pontifical Catholic University of Rio de Janeiro (PUC-RJ), as well as a master's degree in finance from PUC-RJ. He is currently the Managing Partner of ABZ Assessoria e Consultoria Empresarial. He is a member of the Fiscal Council in the following companies: Mahle Metal Leve S.A., Metalúrgica Gerdau S.A., Santos Brasil S.A. and A.W. Faber Castell S.A. From 1999 to 2010, he worked in the MAHLE Group, exercising a wide variety functions, including managing teams at the MAHLE Group's global operations; as member and Chairman of several Boards of Directors in joint ventures and group companies; and in MAHLE Metal Leve S.A. as the Chief Financial, Administrative and Investor Relations Officer from 1999 to 2010, where he also served as the Vice-CEO from 2004 to 2010. From 1990 to 1998, he worked in the Thyssen Group in the trading and services division, holding several positions, including as the Group's Chief Administrative and Financial Officer for South America. From 1984 to 1989, he worked in KPMG Auditores Independentes as audit manager of the German Desk at their Rio de Janeiro branch office.
Carlos Roberto de Albuquerque Sá
Mr. Albuquerque Sá holds an Accounting Sciences graduate degree and an Economic Sciences degree, in addition to a post-graduate degree in Finance from the Pontifical Catholic University of Rio de Janeiro. Until recently (2012), he was a Professor of Corporate Risk Management & Internal Controls at the MBA Program of the Armando Alvares Penteado Foundation , and taught Risk Management at the Director Education Program of the Brazilian Institute of Corporate Governance (Instituto Brasileiro de Governança Corporativa), or IBGC. Mr. Albuquerque Sá has been a fiscal council member of the Local Council of the city of Goiânia (state of Goiás) since July 2011. He was previously an alternate fiscal council member of the Company.
Christiano Ernesto Burmeister
Mr. Christiano Ernesto Burmeister was awarded bachelor's degrees in Business administration from Universidade Mackenzie in 1975 and in Electronic Engineering from the same institution in 1971. Since 2010, he has worked at GBS Consultoria specializing in corporate governance and coaching. From 1975 to 2003, he worked at BASF S.A. in various positions until becoming Vice-President of BASF South America. He is a member of the Audit Board of Associação Beneficente Mahle since April 2009; and a member of the Superior Council of Agriculture (COSAG) of the São Paulo State Industry Federation (FIESP), at the invitation of Minister Roberto Rodrigues, then President of COSAG, since November 2009. Previously he served as a member of the Executive Board of the National Agrochemical Industry Association (ANDEF) (1987-89, 1993-97 and 2006-10); as a member of the Advisory Board of the National Union of the Agrochemical Industry (SINDAG) (2006‑10); and as a Board Member of the Brazil-Germany Chamber of Commerce-Industry representing TASA (January 2005 to March 2006).
Peter Vaz da Fonseca
Mr. Fonseca holds a graduate degree in accounting, and specialized in Business Economics (MBA degree from the São Paulo University). He attended specialization courses in Auditing and Expert Inspections at Faculdade Álvares Penteado (FECAP). He is an independent accounting consultant for multiple companies, in addition to external audit committee member for a number of companies across industries. He is an experienced fiscal council member
Mr. Perez received a B.S. in Accounting from Universidade São Marcos and an MBA from the Getúlio Vargas Foundation (FGV). His career has focused on the Financial, Accounting and Process Management areas, with the last 17 years spent as a business and process consultant for implementing Enterprise Resource Planning (ERP) systems. During this period, he has specialized in mapping processes, adapting processes to the system, implementing ERP and training/accompanying post-implementation processes. He worked for more than 10 years at Datasul S.A.
Mr. Perozzi holds a bachelor's degree in Business Administration from the Business School (ESAN) at the FEI University Center (1986) and an Executive MBA from the University of São Paulo - USP (1993) and completed the Director Development Program (PDC) at the Dom Cabral Foundation - FDC (2011). He has vast experience in the fields of Business Administration, Finance and Management, having served over the last 19 years in senior executive positions at midsized and large Brazilian and multinational companies, where he actively participated in restructurings, acquisitions, divestments, joint ventures and mergers of local and foreign multinationals. He coordinated the rebuilding of the valuation bases for the divestment of the logistics operations of the Philips Group to Swiss-based Danzas Group, serving as the Interim Controller. Previously he served as CFO at Swatch Group do Brasil Ltda. (1999-2000) and as CFO at Daruma Telecomunicações e Informática S.A. of Italian-based Urmet Group (2003-2008). He served as a member on the Fiscal Council of the publicly traded company Lupatech S.A. from 2014 to 2015.
The Company, in addition to meeting the requirements laid out in the regulation of the Novo Mercado of BM&FBOVESPA, follows principles of corporate governance that are based on best practices in relation to transparency, accountability and fairness in the treatment of all shareholders.