C&A

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 Year Mandate
Luiz Antônio de Moraes Carvalho Chairman of the Board of Directors April/2021 until AGM - 2023

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.

Germán Pasquale Quiroga Vilardo Independent Member of the Board of Directors April/2021 until AGM - 2023

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.

Jamil Saud Marques Independent Member of the Board of Directors March/2022 until AGM - 2023

Mr. Saud Marques is the CFO of Banco Neon and a member of Westwing Brasil’s Audit Committee. Prior to joining Neon Mr. Saud Marques was the CFO of Cogna Educação, a member of the Board of Directors and Audit Committee of Vasta Platform, and held numerous positions at AES Corporation in Brazil, McKinsey & Company in Latin America, and the UBS bank in São Paulo, Zurich, and London. He has a degree in Production Engineering from the USP School of Engineering (Politécnica), and an MBA from INSEAD in France and Singapore.

Cristina Palmaka Independent Member of the Board of Directors April/2021 until AGM - 2023

Ms. Palmaka developed a successful career with leading multinationals. She is currently the CEO of SAP Brasil, a position she has held since 2013. She has ample experience in IT in Brazil, focusing on innovation and technology. She has worked for important IT players such as Compaq, Microsoft, HP and Phillips. She is also a member of the Board of Directors of Eurofarma and Arcos Dourados, where she is a corporate governance agent, promoting equality and diversity in the corporate world and fostering team integration. She has a degree in Accounting from FAAP – Fundação Armando Alvares Penteado and in Management from FGV – Fundação Getulio Vargas. She also has an MBA from the same university and from the University of Texas.n 2015.

Peter Furukawa Independent Member of the Board of Directors April/2021 until AGM - 2023

Mr. Furukawa has a solid and successful career in the retail industry, starting in 1999 when he first became involved in Submarino.com, Brazil’s first major e-commerce initiative. For over 12 years he has worked as a CEO, honing his skills in strategy, operations and trade. He has also had a successful career in retail financial services. Currently he is the CEO of Lojas Quero- Quero, and was one of the executives responsible for their IPO in August of this year. He is also on the Board of Fortbras. Past positions he held include CEO of IMC, COO of Pernambucanas, CEO of Submarino, Financial Director at PepsiCo Foods and Senior Engagement Manager at McKinsey & Co. He has a degree in computer sciences and an MBA from Brigham Young University in the US.

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 Year Mandate
Jamil Saud Marques Committee Member - Independent Member March/2022 May/2022

Mr. Saud Marques is the CFO of Banco Neon and a member of Westwing Brasil’s Audit Committee. Prior to joining Neon Mr. Saud Marques was the CFO of Cogna Educação, a member of the Board of Directors and Audit Committee of Vasta Platform, and held numerous positions at AES Corporation in Brazil, McKinsey & Company in Latin America, and the UBS bank in São Paulo, Zurich, and London. He has a degree in Production Engineering from the USP School of Engineering (Politécnica), and an MBA from INSEAD in France and Singapore.

Petrus Johannes Zegger Committee Member May/2021 May/2022

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 Chairman May/2021 May/2022

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 Year Mandate
Paulo Correa Junior Chief Executive Officer (CEO) May/2021 May/2023

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 and Investor Relations Director May/2021 May/2023

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.

Francislei Cassio Donatti Commercial Vice President May/2021 May/2023

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 May/2021 May/2023

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.

Digital Acceleration Committee

The Digital Acceleration Committee has the important role of advising the Board of Directors. The Committee is appointed by our Board of Directors, has a one-year term of office and has its responsibilities and powers set forth in our internal rules.

Name Office Election Year Mandate
Germán Pasquale Quiroga Vilardo Committee Chairman May/2021 May/2022

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.

Alberto Serrentino Committee Member May/2021 May/2022

Mr. Serrentino is the founder of Varese Retail, a retail strategy boutique. Consultant with over 30 years of experience in retail and consumption, he led more than 180 projects for Brazilian and international companies. As an international speaker, he gave more than 580 presentations to companies and events in Brazil and abroad, including 16 editions of the NRF (NY) convention. He has coordinated more than 70 international retail visit programs and innovation ecosystems for the USA, Europe, China and Israel. He is vice-president and member of the board of SBVC (Brazilian Society of Retail and Consumption) and advisor to companies. He was a visiting professor at Eaesp / FGV-SP, he is the author of the book Varejo e Brasil: Reflexões Públicas Strategicas, author / co-author of other books and more than 300 published articles

Gustavo da Cruz Caetano Committee Member May/2021 May/2022

Mr. Caetano is CEO of Samba Tech and Founder of Associação Brasileira de Startups. He was named Entrepreneur of the Year by Pequenas Empresas Grandes Negócios magazine, best founder by the American website The Next Web, one of the 50 most innovative in Brazil by Meio & Mensagem, one of the 10 most innovative young people in the country by MIT, was nominated by the American website Business Insider like the Brazilian Mark Zukerberg. He is the author of the book Best Seller, Think Simple and recently received the JK medal, the highest honor given to a Brazilian citizen, as the Brazilian Personality of the Year in Technology. Caetano also studied innovation and entrepreneurship at important universities such as MIT, Stanford, Insead, University of Disney and Singularity. He also writes for the magazine MIT Technology Review, is a member of the Innovation board of ArcelorMittal and of the Board of Directors of the Ayrton Senna Institute.

Human Resources Committee and Sustainability

The Human Resources Committee has the important role of advising the Board of Directors. The Committee is appointed by our Board of Directors and has its responsibilities and powers set forth in our internal rules.

Name Office Election Year Mandate
Cristina Palmaka Committee Chairman May/2021 May/2022

Ms. Palmaka developed a successful career with leading multinationals. She is currently the CEO of SAP Brasil, a position she has held since 2013. She has ample experience in IT in Brazil, focusing on innovation and technology. She has worked for important IT players such as Compaq, Microsoft, HP and Phillips. She is also a member of the Board of Directors of Eurofarma and Arcos Dourados, where she is a corporate governance agent, promoting equality and diversity in the corporate world and fostering team integration. She has a degree in Accounting from FAAP – Fundação Armando Alvares Penteado and in Management from FGV – Fundação Getulio Vargas. She also has an MBA from the same university and from the University of Texas.

Luiz Antônio de Moraes Carvalho Committee Member May/2021 May/2022

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.

Susana de Souza Committee Member May/2021 May/2022

Suzana has a degree in Organizational Psychology and a graduate degree in Human Resource Planning and Management from the Catholic University in Pernambuco. She also completed the Management Development Program at IESE, Navarra University in Barcelona, Spain. Suzana has worked in People, Culture and Sustainability with a focus on retail for over 30 years. Between 1997 and 2019 she worked for Walmart/Bompreço in HR leadership positions and as the Director of Organizational Development and Diversity. In 2010 she joined Makro South America, part of Netherlands group SHV, where she led Human Resource strategies for the region. Since 2014 she has been the Director and VP of People, Culture and Sustainability for Raia Drogasil.

Financial Services Committee

The Financial Services Committee has the important role of advising the Board of Directors. The Committee is appointed by our Board of Directors, has a one-year term of office and has its responsibilities and powers set forth in our internal rules.

Name Office Election Year Mandate
Ralf Mordhorst Committee Chairman Dec/2021 May/2022

Mr. Mordhorst holds a degree in economics from FMU (Centro Universitário das Faculdades Metropolitanas Unidas) and holds an MBA in Controllership and Finance from the University of São Paulo. He held executive positions at Deutsche Bank from 1972 to 1999 and was a director at Banco Ibi from 1999 to 2005. From 2006 to 2010, he was a managing partner at Siol Goiás Industria de Alimentos Ltda. In addition, he acted as a consultant for Private-Label Credit Card Issuers of the following companies: Lojas Avenida, Torra-Torra and Besni. He is currently a member of the investment committee of the C&A employee pension fund and a member of the board of directors of Santo Alphege Participações, in addition to acting as a financial advisor for Usina Morretes and SIOL Alimentos.

 

Peter Furukawa Committee Member Dec/2021 May/2022

Mr. Furukawa has a solid and successful career in the retail industry, starting in 1999 when he first became involved in Submarino.com, Brazil’s first major e-commerce initiative. For over 12 years he has worked as a CEO, honing his skills in strategy, operations and trade. He has also had a successful career in retail financial services. Currently he is the CEO of Lojas Quero- Quero, and was one of the executives responsible for their IPO in August of this year. He is also on the Board of Fortbras. Past positions he held include CEO of IMC, COO of Pernambucanas, CEO of Submarino, Financial Director at PepsiCo Foods and Senior Engagement Manager at McKinsey & Co. He has a degree in computer sciences and an MBA from Brigham Young University in the US.

Luiz Antônio de Moraes Carvalho Committee Member Dec/2021 May/2022

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.

Fiscal Council

Name Office Election Year Mandate
Carlos José Predolim Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Mr. Predolim has a degree in Accounting Sciences from the University of São Paulo, and been working in auditing/control/tax planning for over 32 years. Between 2002 and 2018 he was on the Board of Directors of the Logosophy Foundation for Human Resilience, and a member of the Audit Board of Cyamprev-Sociedade de Previdência Privada, a private pension organization. Since 2008 he has been an independent financial and management consultant.

Marina De Mesquita Willisch Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Since July 2019 Ms. Willisch has been the VP for Institutional Relations, Communications, and ESG at General Motors América do Sul. She has 20 years’ experience in the legal, financial, and tax areas in Brazil and Germany, more than 15 of these in the automotive industry. She joined General Motors in 2013 as the tax director for Brazil, and in 2015 extended her reach to South America. In 2019, she was appointed VP of institutional relations, communication, and ESG. Prior to joining General Motors she was the head of the tax area of Mercedes Benz do Brasil, which she joined as a trainee in 2003. Between 2000 and 2003 she was an attorney with Baker & Mckenzie. She specialized in Corporate Law and Economics at Fundação Getúlio Vargas, and has a Law Degree from PUC/SP.

Diego Santana Tristão Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Mr. Diego Santana Tristão holds an Undergraduate Degree in Economic Science and a Master’s in Finance from Universidade Federal do Rio Grande do Sul (UFRGS), working for more than 9 years as a manager in the area of finance and controllership.

Valdir Augusto De Assunção Alternate Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Mr. Assunção has a degree in accounting from Faculdade Padre Anchieta, and an MBA in E -business from FGV – Fundação Getulio Vargas, with an extension at Ohio University. He has over 35 years’ experience in auditing and consulting for small, mid-size, and large Brazilian and international audit and consulting firms. For 21 of these he was a partner with PwC. Between 2013 and 2020 he was the PwC CEO/head of operations in the interior of SP. He has in-depth knowledge of Governance, Compliance, Due Diligence, and IPOs, as well as IFRS, USGAAP and the Sarbanes Oxley Act – Sox. His skills include management, team development, conflict resolution and administration. He is a chartered accountant with the CRC, IBRACON, CVM and BACEN. He states that (i) in the past five years he has not been convicted of a crime, nor found guilty in any CVM Administrative proceedings or as the result of any judicial or administrative final ruling suspending or rendering him unfit for the practice or professional or commercial activities; and (ii) he is not considered a politically exposed person according to CVMI 301/99. Since March 2021 he has been an Independent Member of the Statutory Audit Board of Petrobras S/A, and since October 2020, the Chair of the Audit Board of Empresa Paulista de Televisão S/A (EPTV) and EP Bahia S/A.

Davi Ponciano Araújo Lima Alternate Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Mr. Lima has a degree in Enginering from Instituto Tecnológico de Aeronáutica (“ITA”), and developed a career in Financial Management and Control, and in the Retail and Banking Industries. He has over 20 years’ experience analyzing financial statements, supporting shareholder decisions, investor relations, budget projections and management, financial products, project management, strategic planning, and team management. He is results-oriented, analytical, and has international experience.

Manuel da Cunha Marinho Alternate Member of the Fiscal Council (Independent) Apr/2022 Apr/2023

Mr. Manuel da Cunha Marinho is an accountant and lawyer, with academic specialization in Corporate Law and Corporate Governance and with MBAs in Corporate Management and Strategic Business Management. He served at PwC for 25 years. Former partner in the Tax and Corporate Advisory area from 2004 to 2020, with a professional assignment from 2009 onwards in the leadership of a PwC business vertical specialized in projects focused on organizational, process, technology and tax accounting aspects of the Tax Function of companies, having accumulated significant success cases in several business segments. He is certified by the IBGC as a Director and is the founding partner of EthQuo – Ethical Quotient Compliance, a technology company dedicated to supporting public information to support counterparty compliance practices (background check, due diligence and others).