The Fiscal Council will not be permanent, it will work exclusively in cases where its installation is requested by request of shareholders, in the cases provided for by law, or by resolution of the General Meeting, as well as having the powers and powers that the law gives it.
The Fiscal Council, when installed, will be composed of at least three, and at most five effective members, and an equal number of alternates, elected by the General Meeting, shareholders or not, resident in the Country, observing the requirements, impediments and other rules established in Brazilian Corporation Law, and will have a unified one-year term, with reelection permitted.
The Fiscal Council does not have its own regulations, the rules of operation and remuneration of the body can be found in the Company’s Bylaws.
Our audit committee is an advisory committee to the board, created pursuant to our bylaws. The main purpose of our audit committee is to (i) evaluate the hiring and dismissal of independent audit services; (ii) evaluate our quarterly financial information, interim statements and financial statements; (iii) monitor the activities of our internal audit and internal controls area; (iv) evaluate and monitor our risk exposure, and manage those risks under our internal policies; (v) evaluate, monitor, and recommend correction or improvement of our internal policies, and (vi) evaluate financial performance matters with respect to their risk and return aspects. The term of office of all the members of our audit committee is one year.
|Name||Office||Election date||End of Mandate|
|Margil Mourão Gil Nunes||Member||August 13, 2020||1 year|
Mr. Nunes holds a bachelor’s degree in economics from Universidade Federal de Minas Gerais and a master’s degree in industrial economics from Instituto de Engenharia Econômica e Administração of EEUFMG. In 1967, he started his career as an accountant’s assistant and accountant and, until 1983, he worked as accounting manager of Beka Brasil Produtos Refratárias Ltda. and Machado Correa Engenharia Ind. Com. Ltda. Mr. Nunes also worked as tax technician for the city government of Belo Horizonte and auditor of the Brazilian revenue office, from 1984 to 2002. As of 2002, Mr. Nunes became an officer at GN Consultoria Econômica Financeira e Tributária – EIRELI, a company that provides corporate consulting services.
|José Bilegas||Member||August 13, 2020||1 year|
Mr. Bilegas holds a bachelor’s degree in accounting from Universidade São Judas Tadeu and a master’s degree in accounting from Pontifícia Universidade Católica, in São Paulo. Since August 1995, he is a corporate accounting and financial consultant. He worked in the internal audit of Indústria Gessy Lever Ltda., he was responsible for the equity accounting of Oxiteno S.A. – Indústria e Comércio, and worked as accounting and financial manager of Imifarma S.A. In the last five years, he worked as corporate consultant for Mateus Supermercados S.A. and Armazém Mateus S.A.
|Carlos Henrique Bandeira de Mello Júnior||Independent Member||August 13, 2020||1 year|
Mr. Mello holds a bachelor’s degree in economics from Faculdade Cândido Mendes, in Rio de Janeiro, and an MBA in management from the Western International University, in London. He has more than 30 years of experience in senior management positions in large companies and financial institutions, primarily in construction and management of large retail financial businesses, with an in-depth knowledge of the Brazilian and international markets. From 2007 to 2012, he served as chief executive officer of Banco Carrefour, responsible for the conversion of the former Carrefour private label into a bank with a broad portfolio of products and excellent results. Also in 2012, Mr. Mello founded K.I.Q. Assessoria Empresarial, serving as chief executive officer and conducting a number of strategic review projects for financial institutions, including the strategic review of Banco Topázio and the redesign of JSL’s pre-paid cards. From 2015 to 2018, he served as chief executive officer in the restructuring of Banco Topázio.