Board and Management

BOARD OF DIRECTORS

Our Board of Directors is responsible, among others, for the establishment of our policies and for the appointment of our Executive Officers, as well as for their supervision and management. The Board of Directors (minimum of 3 and maximum of 9 members, in compliance with the required percentage of independent members) are appointed by our Shareholders’ Meeting, have a two-year term and their responsibilities and powers are established on the Company’s bylaws, policies and applicable legislation.

Name Office Election Mandate
Luiz Antônio de Moraes Carvalho Chairman of the Board of Directors Oct/2019 until OGM - 2021

Mr. Carvalho has a degree in production engineering from Escola Politécnica – USP. He has professional experience of over 45 years of which 30 in the COFRA Group, acting in General Administration of Retail Operations, Consumer Credit and Real Estate. His career at the COFRA Group began in 1978 as Controller, taking on the position of Executive Board member two years later. During his last 5 years in the COFRA Group, he held the position of Executive Chairman of the Latin American Division, being responsible for operations in Brazil, Argentina and Mexico, leaving the Group in 2006. Since September 2006, he has held non-executive duties, as a Member of Boards and Committees, acting in different corporate governance bodies in Latin America, Europe and China. He is currently an independent member of the Board of Directors of Kroton Educacional S.A.

Petrus Johannes Zegger Member of the Board of Directors Aug/2019 until OGM - 2021

Mr. Zegger completed his university education at St. Jacobus College, (Enschede – Netherlands), his MBA at Rijks Universiteit (Groningen – Netherlands), and his post-doctoral degree at Vrije Universiteit (Amsterdam – Netherlands). From January 2011 to February 2014, he served as Vice President of Treasury & Insurance at Unilever in Schaffhausen, Switzerland. From April 2014 to February 2017, he joined COFRA Holding’s staff in Zug, Switzerland, as Head of Pensions & Insurance. Since March 2017, he has been serving as Head of COFRA Holding’s Financial Department. In addition, throughout his career, he served as a member of the Supervisory Committee of various pension funds such as APG Group and Unilever Pension Fund Progress.

Germán Pasquale Quiroga Vilardo Independent Member of the Board of Directors Oct/2019 until OGM - 2021

Mr. Quiroga holds a degree in electronic engineering from the Military Institute of Engineering (IME) and a master’s degree in digital systems from Escola Politécnica – USP. In the past, he was founder and CEO of “TV1.com”; founder, CIO and CMO of “Americanas.com”; CIO and CMO of Cyrela Brasil Realty; and founder, CEO and member of the Board of Directors of Pontofrio.com, e-platform, e-hub, Nova Pontocom and Cnova, having led the company’s IPO on NASDAQ. He is currently Vice-Chairman of the Board of Directors of Totvs, Vice-Chairman of the Board of Directors of Camara-E.net and holds the position of member of the Board of Directors of Sequoia, Abrarec and Fecomércio.

Thilo Mannhardt Independent Member of the Board of Directors Oct/2019 until OGM - 2021

Mr. Mannhardt majored in aeronautical engineering and completed his doctorate in systems engineering. He served as CEO of Ultrapar Participações SA from 2013 until October 2017, as well as Member of the Board of Directors from 2011 to 2012. Also, in the same economic group, from 2013 to 2017, served as Chairman of the Board of Directors of Cia. Ultragaz SA, of Imifarma Produtos Farmacêuticos e Cosméticos S.A. from 2014 to 2017, of Terminal Químico de Aratu SA and of Melamina Ultra SA, as well as CEO of Ultracargo Operations Logística e Participações Ltda., and Managing Director of Imaven Imóveis Ltda. Since June 2018, he has been a senior executive at Victoria Capital Partners LP. In addition, he was a senior partner and director of McKinsey & Comp., Inc from 1985 to 2012, and is currently on the OSESP Foundation Advisory Board and the MASP Deliberative Board.

Paulo Correa Junior Member of the Board of Directors Aug/2019 until OGM - 2021

Mr. Correa is a production engineer, graduated from Universidade Federal do Rio de Janeiro, with an MBA in business administration from Duke. He was a senior consultant at McKinsey from 2001 to 2003; executive officer of Xerox from 2003 to 2004 and has been working at C&A since 2004, occupying the position of Commercial Director between 2008 and 2014 and taking on the position of Chief Executive Officer in 2015.

AUDIT & RISK MANAGEMENT COMMITTEE

The Audit & Risk Management Committee is a statutory body and has the important role of advising the Board of Directors on the supervision of financial statements and other activities – such as risk management, compliance, integrity and ethics. The Committee (minimum of 3 members, in compliance with Novo Mercado requirements) is appointed by our Board of Directors, has a one-year term of office and has its responsibilities and powers set forth in our by-laws, policies and applicable law.

Name Office Election Mandate
Thilo Mannhardt Committee Chairman - Independent Director Oct/2019 Oct/2020

Mr. Mannhardt majored in aeronautical engineering and completed his doctorate in systems engineering. He served as CEO of Ultrapar Participações SA from 2013 until October 2017, as well as Member of the Board of Directors from 2011 to 2012. Also, in the same economic group, from 2013 to 2017, served as Chairman of the Board of Directors of Cia. Ultragaz SA, of Imifarma Produtos Farmacêuticos e Cosméticos S.A. from 2014 to 2017, of Terminal Químico de Aratu SA and of Melamina Ultra SA, as well as CEO of Ultracargo Operations Logística e Participações Ltda., and Managing Director of Imaven Imóveis Ltda. Since June 2018, he has been a senior executive at Victoria Capital Partners LP. In addition, he was a senior partner and director of McKinsey & Comp., Inc from 1985 to 2012, and is currently on the OSESP Foundation Advisory Board and the MASP Deliberative Board.

Petrus Johannes Zegger Committee Member Oct/2019 Oct/2020

Mr. Zegger completed his university education at St. Jacobus College, (Enschede – Netherlands), his MBA at Rijks Universiteit (Groningen – Netherlands), and his post-doctoral degree at Vrije Universiteit (Amsterdam – Netherlands). From January 2011 to February 2014, he served as Vice President of Treasury & Insurance at Unilever in Schaffhausen, Switzerland. From April 2014 to February 2017, he joined COFRA Holding’s staff in Zug, Switzerland, as Head of Pensions & Insurance. Since March 2017, he has been serving as Head of COFRA Holding’s Financial Department. In addition, throughout his career, he served as a member of the Supervisory Committee of various pension funds such as APG Group and Unilever Pension Fund Progress.

Tereza Cristina Grossi Togni Committee Member - Financial Specialist Oct/2019 Oct/2020

Ms. Grossi holds a bachelor’s degree in business administration and accounting from Universidade Católica de Minas Gerais and specializations in banking supervision in Switzerland and United States. Served at the Brazilian Central Bank in various positions from 1984 to 2003. At Itaú Unibanco Holding SA she was a member of the Board of Directors from 2004 to 2008, a member of the Audit Committee from 2004 to 2010, a member of the Disclosure and Trading Committee from 2005 to 2010, and at the Accounting Policies Committee from 2008 to 2010. From 2009 to 2011, she was a member of the Audit Committee of Porto Seguro SA. From 2009 to May 2019, she was a member of the Audit Committee of B3 SA. At Itautec SA she was a member of the Audit and Risk Management Committee from 2010 to 2015 and of the Disclosure Committee from 2011 to 2015. From 2012 to 2017 she was the coordinator of the Financial Institutions Governance Committee on the Brazilian Institute of Corporate Governance. Since 2011 she has been the Chairman of the Fiscal Counsel at Investimentos Itaú SA; since 2013 the Chairman of the Audit and Risk Management Committee at Duratex SA; since 2017 a member of Audit and Related Party Committee at CVC; since 2018 the Chairman of the Fiscal Council at Terra Santa Agro; and since 2019 a member of the Fiscal Council at B3 SA.

EXECUTIVE OFFICERS

Our Executive Officers are responsible for the daily management of the company. The Executive Officers (minimum of 3 and maximum of 9 members) are appointed by our Board of Directors, have a two-year term and their responsibilities and powers are established on the Company’s bylaws, policies and applicable legislation.

Name Office Election Mandate
Paulo Correa Junior President Aug/2019 Aug/2021

Mr. Correa is a production engineer, graduated from Universidade Federal do Rio de Janeiro, with an MBA in business administration from Duke. He was a senior consultant at McKinsey from 2001 to 2003; executive officer of Xerox from 2003 to 2004 and has been working at C&A since 2004, occupying the position of Commercial Director between 2008 and 2014 and taking on the position of Chief Executive Officer in 2015.

Milton Lucato Filho Chief Financial Officer (CFO) Aug/2019 Aug/2021

Mr. Lucato is a business administrator graduated from IMES and an accountant graduated from Universidade Tibiriçá. He worked as an auditor at PWC from 1987 to 1994; as controller of Fibra DuPont between 1994 and 1997; as CFO of Outdoor Sports between 1998 and 1999; as CFO of Philips Consumer Lifestyle between 1999 and 2002; as administrative and financial director of Gradiente between 2002 and 2006; and, finally, as the Company’s Administrative and Financial Vice President since 2006. In 2019 he was elected to be responsible also for investor relations.

Márcia Cristina Lucena do Nascimento Costa Human Resources Vice President Aug/2019 Aug/2021

Ms. Costa is a social worker, with an MBA in business administration from Fundação Getúlio Vargas. She worked as HR coordinator from 1983 to 1986 at Banco Itaú; as HR Development Manager from 1986 to 1993 at Bayer; as HR consultant from 1994 to 1999 at Antas Consultoria; as HR Director from 1999 to 2006 at McDonalds; as HR Director from 2006 to 2012 at Alpargatas; finally, she has been working at the Company as HR Vice President since 2012.

Francislei Cassio Donatti Commercial Vice President Aug/2019 Aug/2021

Mr. Donatti is an economist graduated from Universidade Anchieta. He has been working at the Company for over 25 years, starting when he was still an Intern, having previously working at Vulcabrás and Editora Abril. He became Company’s Head of Commercial in 2006 and Commercial Vice President in 2015.

Fernando Garcia Brossi Operations Vice President Aug/2019 Aug/2021

Mr. Brossi holds a degree in electrical engineering from the Instituto Mauá de Tecnologia. He worked for five years (2000-2006) at Citibank, where he served as Credit Risk Coordinator. Subsequently, he was the Superintendent of Banco Ibi from 2006 to 2009. In 2009 he became Senior Manager of the Company, in 2012 he became Director of Supply Chain and, since 2018 has been the Company’s Operations Vice President.