Committees

Committees

  • Audit Committee

This Committee consists of four members and its main functions are: to analyze and monitor the quality and integrity of the Company’s quarterly information, financial statements and management report, to evaluate the effectiveness and sufficiency of the Company’s internal control structure and internal and independent audit processes, to acknowledge and analyze transactions with related parties, to evaluate and monitor the Company’s exposure to risk, to propose the appointment of independent auditors as well as their replacement, and to prepare the annual report, to be presented jointly with the financial statements, including, at least, the following information: (i) activities carried out in the period, the results and conclusions reached; (ii) evaluation of the effectiveness of the internal control and risk management systems; (iii) description of the recommendations presented to Management and evidence of their implementation; (iv) evaluation of the effectiveness of the independent and internal audits; (v) evaluation of the quality of the financial, internal control and risk management reports; and (vi) any situations in which there is any significant divergence between Management, the independent auditors and the Committee in relation to the Company’s financial statements. The current members of the Committee are: Nelson Carvalho (coordinator and independent member), Eleazar de Carvalho Filho, Gisélia da Silva and Renan Bergmann.

  • Financial

Consisting of four members, its main duties are to revise the economic/financial feasibility of investment plans and programs; revise and recommend measures to negotiate any merger, acquisition or similar transaction involving the Company or its subsidiaries, monitor any transaction and negotiation relating to such operations; review cash flow, indebtedness policy and capital structure; monitor and supervise the implementation and the annual investment plan; monitor the average cost of the capital structure and suggest changes, whenever necessary; and review and recommend funding opportunities to improve the capital structure. The current members are: Eleazar de Carvalho Filho (Chairman), Arnaud Daniel Charles Walter Joachim Strasser, José Gabriel Loaiza Herrera and Luiz Nelson Guedes de Carvalho.

  • Human Resources and Compensation

The Human Resources and Compensation Committee is responsible for reviewing candidates for the Board of Directors and Board of Executive Officers, reviewing and discussing management compensation and stock option plans, proposing criteria to assess manager’s performance and setting remuneration and incentive policies and reviewing recruitment and selection methods adopted by the Company, among others.

Made up of five members, who meet every two months, this committee is responsible for examining candidates for positions on the Board of Directors and the Board of Executive Officers; reviewing and discussing management compensation; proposing performance appraisal criteria for managers; and reviewing the Company‘s recruitment and hiring methods, among other duties. The current members are: Arnaud Daniel Charles Walter Joachim Strasser (Chairman), Carlos Mario Diez Gomez, Carlos Mario Giraldo Moreno, Ronaldo Iabrudi dos Santos Pereira and Luiz Augusto de Castro Neves.

  • Corporate Governance and Sustainability Committee

The Corporate Governance and Sustainability Committee, created on April 27, 2018, is responsible for guiding and ensuring the adoption of the best corporate governance practices by the Company, to monitor compliance with the requirements of Brazilian Corporate Law and Capital Market Law and other securities market supervisory agencies to which the Company is subject, as well as guiding the GPA strategy and its business in terms of sustainability issues, promoting discussions on sustainable development policies and initiatives at the level of the Board of Executive Officers and of the Board of Directors. In addition, they are included in its attributions to accompany macro indicators, evaluate critical policies / high impact and sustainable practices, based on economic, environmental and social dimensions, to promote sustainable development. The current members are: Luiz Augusto de Castro Neves (president), Arnaud Daniel Charles Walter Joachim Strasser, Carlos Mario Giraldo Moreno, Helio Mattar (external member) and Ronaldo Iabrudi dos Santos Pereira.