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Board of Directors
The Board of Directors is a collegiate deliberative body responsible for formulating and implementing the general policies and guidelines of Bombril’s operations, including long-term strategies. It is also responsible for electing and supervising Bombril’s executive officers. According to Brazilian Corporation Law (Federal Law 6,404 of 1976, as amended), the Board of Directors is also responsible for appointing the independent auditors.
The members of the Board of Directors are shown in the table below:
|Members of the Board of Directors||Title||Date of election||End of termof office|
|Ronaldo Sampaio Ferreira||Chairman||April/18||April/20|
|Celio de Melo Almada Neto||Member||April/18||April/20|
|Jonatas Giovinazzo Garcia||Member||April/18||April/20|
|Hagen Wolf de Albuquerque Schoof||Member||April/18||April/20|
Board of Executive Officers
Bombril’s executive officers are the Company’s legal representatives. Their main responsibilities are the management of the company’s routine operations and implementing the general policies and guidelines established by the Board of Directors. According to Brazilian Corporation Law, all members of the Board of Executive Officers must be a resident of Brazil and may or may not be a shareholder in the company. A maximum of one-third of the members of Bombril’s Board of Directors may be elected to positions on the Board of Executive Officers.
The executive officers are elected by the Board of Directors for a term of one year, with reelection permissible, and they may be removed from office by the Board of Directors at any time. The Company’s Bylaws, which shall take effect on the publication date of the Commencement Announcement, establishes that the Board of Executive Officers must be composed of a minimum of 2 (two) and a maximum of 12 (twelve) members, including one Chief Executive Officer, one Chief Financial Officer, one Exploration and Production Officer. The position and delegations of the remaining officers will be specified by the Board of Directors when they are elected.
|Executive Officers||Title||Date of election||End of termof office|
|Marcus Fraga Rodrigues||Diretor Jurídico||March/19||March/20|
|Wagner Brilhante de Albuquerque||Chief Executive and
Chief Financial and Investor Relations Officer
According to the Brazilian corporation law, the fiscal council is an independent management body from the Company and external auditors. The fiscal council may be permanent or not. If the fiscal council is not permanent it shall be installed by the request of shareholders representing at least two percent of the voting shares.
The main responsibilities of the fiscal council are to audit Bombril’s management, review the Company’s financial statements and report their conclusions to the Company’s shareholders. The Brazilian corporation law requires that the fiscal council members shall receive remuneration not lower than 10% of the average remuneration of the board of directors.
Bombril by-laws provides for a non-permanent fiscal council to be installed at the request of the Company’s shareholders. Currently the fiscal council is not installed.
|Members of the Fiscal Council||Title||Date of election||End of term of office|
|Marcelo Adilson Tavarone Torresi||Effective Member||April/19||April/20|
|Renata Nunes Guimarães Hubenet||Effective Member||April/19||April/20|
|Erica Rodrigues Prado||Effective Member||April/19||April/20|
|Carlos Augusto Reis de Athayde Fernandes||Alternate Member||April/19||April/20|
|João da Silva Barreto||Alternate Member||April/19||April/20|
|José Donizetti de Sousa||Alternate Member||April/19||April/20|