Board of Directors, Fiscal Council and Statutory Executive Officers
According to our by-laws, our board of directors consists of at least 3 (three) and up to 12 (twelve) members. The directors meet ordinarily six times a year, and extraordinarily whenever required. The members of our board of directors are appointed at general shareholders’ meetings for a term of office of two years and are required to be our shareholders.
The board’s responsibilities include leading the corporate governance process, electing our executive officers and supervising our management. Currently our board of directors consists of 9 members elected by our shareholders.
We are managed by our board of directors (Conselho de Administração) and by our board of executive officers (Diretoria). None of our directors is party to an employment agreement providing for benefits upon termination of employment.
|Board Members||Title||Date of Election||End of Term of Office|
|Jean-Charles Naouri||President||12.30.2019||April 2022|
|He is a member of our Board of Directors since 2005. He is chairman and chief executive officer of the Casino Group, the chief executive officer of its parent company, Euris S.A.S., and chairman of the board of directors of Cnova. He also holds the following positions: chairman of the board of directors of Rallye S.A., member of the board of directors of F. Marc de Lacharrière FIMALAC S.A., vice-president of the Casino Group Corporate Foundation and president of the Euris Foundation. In June 2013, he was appointed by France’s Ministry of Foreign Affairs to serve as special representative for economic relations with Brazil. In the past five years, he served as chairman and chief executive officer (until 2013) and member of the supervisory board (until 2013) of Monoprix S.A., chief executive officer of Rallye S.A. (until 2013), chief executive officer of Finatis S.A. (until 2010), and member of the board of directors and audit committee of Natixis S.A. (until 2010). From 1982 to 1986, he served as chief of staf.|
|Arnaud Daniel Charles Walter Joachim Strasser||Co Vice-president||12.30.2019||April 2022|
|He is vice-chairman of our board of directors since 2012 and a member of our board of directors since 2010. He also has been a member of the board of directors of Cnova since 2014, of Éxito since 2010. Until 2014, he also served as a member of the board of directors of Big C Supercenter plc. He joined the Casino Group since 2007, where he currently serves as corporate development and equity interests officer. Until 2009, he was advisor to the chief executive officer on international development at the Casino Group. He also served as Vice President of the Boards of Directors of Via Varejo (2013-2019), on the cabinet of the Prime Minister of France in 2005, as mission head, and in the cabinet of Renaud Dutreil, France‘s Minister of Business and Commerce from 2005 to 2007 as a special advisor. He holds a bachelor’s degree from École Nationale d’Administration and master’s degrees from Hautes Études Commerciales and Institut d’Études Politiques de Paris.|
|Ronaldo Iabrudi dos Santos Pereira||Co Vice-president||12.30.2019||April 2022|
|Ronaldo Iabrudi was elected on April 27, 2018, Co-Vice-Chairman of GPA’s Board of Directors, of which he is a member since 2016. The Executive also occupies the post of Chief Management Officer of Cdiscount, headquartered in Amsterdam, Netherlands; Member of Éxito Group’s Board of Directors in Colombia since January 2020;and is part of Suzano’s Sustainability Committee since July 2019. Between January 2014 and April 2018, he was CEO of GPA. Previously,he was Chairman of the Board of Directors of Via Varejo, Chairman of the Boards of Directors of Lupatech, Contax and Telemar, and member of the board of Estácio, Magnesita, Cemar, Oi/Telemar, RM Engenharia and Ispamar. He was CEO of Magnesita from 2007 to 2011 and, from 1999 to 2006, worked for Grupo Telemar, where he undertook several positions, including CEO of Telemar/Oi and Contax. From 1996 to 1999, Ronaldo Iabrudi was CEO of FCA (Ferrovia Centro-Atlântica) and from 1984 to 1996, Chief Financial & Management Officer and Chief Human resources Officer of Grupo Gerdau. Graduated in Psychology from PUC-MG, with master’s degree in Organizational Development from Université Panthéon Sorbonne and master’s degree in Change Management from Université Paris Dauphine, Paris – France.|
|Franck-Philippe Georgin||Member||12.30.2019||April 2022|
|He holds a graduate degree from Institut D’études Politiques De Rennes and the École Nationale d’Administration. He is currently the General Secretary of Casino, Guichard-Perrachon SA. and director of Cnova NV.|
|Eleazar de Carvalho Filho||Independent Member||12.30.2019||April 2022|
|He is an independent member of our board of directors since 2012 and a member of board of directors of Cnova since October 2014. He is a founding partner at Virtus BR Partners, an independent advisory firm, and at Sinfonia Capital, and currently is Chairman of Oi S.A., serves on the board of directors of TechnipFMC plc and Brookfield Renewable Partners. Previously, he served as chief executive officer of Unibanco Banco de Investimentos and president of the Brazilian Development Bank (BNDES) and managing director of Banco UBS – Brasil. He served as the chairman of the board of directors of BHP Billiton Brazil and as a member of the boards of directors of Petrobras, Centrais Elétricas Brasileiras, Vale, Tele Norte Leste Participações, Alpargatas, and others. He also is president of the board of trustees of the Brazilian Symphony Orchestra Foundation. He holds a bachelor’s degree in economics from New York University and a master’s degree in international relations from Johns Hopkins University.|
|Hervé Daudin||Member||12.30.2019||April 2022|
|He holds a bachelor degree in Physical Sciences and a PhD in Economics from the École Normale Supérieure of Paris and an Engineer degree from the École Nationale des Ponts et Chaussées. He began his career as an economist and he was, for 7 years, a high ranking official in the Ministry of Economy in France. After holding the position of Director in Euris Group (parent company of Casino Group), he joined the Casino Group in 2003, where he held various executive positions in the areas of strategy, logistics and technology. He is currently a member of the Executive Committee and Executive Director of Merchadise, from the Agribusiness Division and from the Supply Chain, Logistics and IT of Casino Group. He is a member of the Board of Directors of Almacenes Éxito (Colombia), CDiscount (France), Distribution Casino France, European Marketing Distribution, Achats Marchandise Casino and Big C (Thailand). He was a member of the Board of Directors of Via Varejo (Brazil).|
|Luiz Augusto de Castro Neves||Independent Member||12.30.2019||April 2022|
|Mr. Luiz Augusto de Castro Neves has been an independent member of our board of directors since 2012. He is a career diplomat who joined Brazil’s diplomatic service in March 1967. He served as the Brazilian ambassador to Japan, Mongolia, the Democratic People’s Republic of Korea (2008-2010), China (2004-2008) and Paraguay (2000-2004). Mr. Castro Neves was also Deputy Secretary-General of Foreign Affairs, chairman of the board of directors of Itaipu Binacional, interim Minister of State and Head of the Secretariat of Strategic Affairs of the Presidency of Brazil. Mr. Castro Neves is a founding partner of CN Estudo e Projetos Ltda., Vice-President Emeritus of the Brazilian Center of Foreign Affairs, a member of the technical board of the National Trade Confederation and Chairman of the China-Brazil Business Council. Mr. Castro Neves graduated in Economics from the Federal University of Rio de Janeiro and Diplomacy from Instituto Rio Branco and holds a master’s degree in Economics from the University of London.|
|Luis Nelson Guedes de Carvalho||Independent Member||12.30.2019||April 2022|
|Luis Nelson Guedes de Carvalho holds a doctorate in Accounting & Controllership from the School of Economics, Business Administration and Accounting (FEA) at the University of São Paulo (USP), where he is as a professor. He is a specialist in Litigation involving Corporate Accounting, International Accounting, Risk Management and Audits. He is a member of the board of directors and audit committee of various publicly held corporations. He also is a member of the Accounting Pronouncement Committee (CPC). He was honored by the Regional Accounting Board of São Paulo (CRCSP) with the Hilário Franco Medal and by Fundação Escola de Comércio Álvares Penteado (FECAP) with the title of “Doctor Honoris Causa.” Previously he served as Chairman of the Advisory Board of the International Accounting Standards Board (IASB) (2005-2008), as Independent Auditor (1965-1990) and as Executive Director of the Securities and Exchange Commission of Brazil (CVM) (1990-1991) and of the Central Bank of Brazil (1991-1993).|
|Philippe Alarcon||Member||12.30.2019||April 2022|
He has been Casino Group’s International Coordinating Director since 2011 and has held various positions in Casino Group since joining the Group in 1983. After holding the position of administrator in Casino Group’s Finance Department, he held various positions as Chief Financial Officer in various subsidiaries of the Group, including industrial subsidiaries, supermarkets and restaurants. He began his international career in Poland, where he held the position of Chief Financial Officer of Casino Poland for 8 years, and then held the position of CEO of Real Estate. In 2015, he returned to France to hold the position of general manager of the Casino Group real estate business until 2011, when he became the Group’s International Director. He has also been a member of the board of directors of Éxito Group since 2012, member of the Green Yellow Supervisory Committee and CEO of Mayland Real State in Poland.
|Statutory Executive Officers||Title|
|Cristophe José Hidalgo||Interim Chief Executive Officer, Vice President of Finance and Investor Relations|
|Christophe Hidalgo has been Interim Chief Executive Officer since November 11, 2020 and Vice President of Finance of GPA since 2012. Worked as CFO of Éxito Group (Colombia), subsidiary of Casino Group, from 2010 to 2012, and is currently Member of its Board of Directors. After joining Casino, in 2000, he took several posts in finance and controllership in the Group. As previous experience in Brazil, he worked as CFO of the retailer Castorama, between 1996 and 2000. Christophe is French, with bachelor’s degree in private law and degree in finance and accounting, both from the University of Bordeaux (France).|
|Belmiro de Figueiredo Gomes||Chief Executive Officer of Cash and Carry Business|
|Mr. Belmiro de Figueiredo Gomes has been our officer of cash and carry business since 2012. Mr. Gomes joined the Company in 2010, having earlier held the position of commercial director. Previously, he worked in several areas of the Atacadão chain for 22 years. In 2007, he coordinated the sale process of the Atacadão chain to the Carrefour Group, subsequently serving as an executive director responsible for the commercial, logistics, marketing and business strategy areas.|
|Jorge Faiçal||Chief Executive Officer of Multivarejo|
|Jorge Faiçal is President of Multivarejo, a business unit that brings together the food retail operation of GPA. He is also member of the Innovation and Digital Transformation Committee since April/2020. He has been in the market for more than 25 years, 12 of them working in different positions in the Group. He has a degree in social communication and advertising, with postgraduate degrees and specializations in business administration, product management and business from FAAP and Fundação Getúlio Vargas.|
According to the Company’s Bylaws, the Fiscal Council is a non-permanent body and, when installed, must be composed of 3 sitting members and an equal number of alternates. The Board will only be installed upon the request of the Company’s shareholders.
|Board Members||Title||Date of Election||End of Term of Office|
|Erick Aversari Martins||Sitting Member (elected by the controller)||04.23.2020||April 2021|
Eric Aversari Martins is a sitting member of the Fiscal Council at GPA since April/2020. He is a university professor of accounting sciences. He has a degree in Accounting from FEA-USP, a Master in Aesthetics and Art History (Musicology) from ECA-USP, a PhD in Accounting and Controllership from FEA-USP and a Post-Doctor in Accounting from UFES-ES.
|Líbano Barroso||Sitting Member (elected by the controller)||04.23.2020||April 2021|
Líbano Barroso is a sitting member of the Fiscal Council at GPA since April/2020. He undertook the post of Vice President of Operations at GPA in 2016. Currently, since 07/2018, he holds the position of CEO of Rodobens, Grupo Empresarial Financeiro, comprising Bank, Consórcio Corretora Seguros, Auto Rental and Automotive Retail of leading brands such as Mercedes Benz (trucks and automobiles), Toyota and Hyundai. Since 2012, he has been a managing partner at J2L Gestão de Investimentos S.A. Previously, he held several executive positions. He was a member of the Board of Directors of Estácio Participações S.A, GNDI Intermédica S.A and Ri Happy Brinquedos S.A. He was also a member of the Board of Directors of Via Varejo from 2014 to 2018 and CEO of the same company from 2014 and 2015. He also acted as CEO of TAM Linhas Aéreas S.A from 2009 to 2012, where he structured the LAN-TAM joint venture, creating LATAM Airlines Group, with stock trading both in Brazil , as well as in the USA, on the NYSE, in 2012. Created, structured and led the IPO of Multiplus S.A, becoming CEO of it in 2010. As Vice President of Finance and Management at TAM , led the corporate restructuring process during the IPO at Bovespa and NYSE, respectively in 2005 and 2006. He also worked at CCR – Companhia de Concessões Rodoviárias as Chief Financial and Investor Relations Officer, participating in the initial studies, creation, search for strategic partner and leading the IPO, inaugurating Bovespa’s Novo Mercado, of which he was the first DRI, in 2002. He is an economist graduated from the Federal University of Minas Gerais, with a specialization in Finance from IBMEC, and a postgraduate degree in Business Law from Fundação Getúlio Vargas.
|Rafael Morsch||Sitting Member||04.23.2020||April 2021|
Rafael Morsch is a sitting member of the Fiscal Council at GPA since April/2020. He is also effective fiscal advisor at Companhia Tecidos Santanense S.A, ENCORPAR S.A, COTEMINAS S.A and Positivo Tecnologia S.A. He is currently Director of Research at Zenith and an Administrator of Third Party Resources accredited by CVM. He acted as a board member at LIQ Participações S .A and was effective fiscal advisor for Forjas Taurus S.A and Excelsior Alimentos S.A. He also undertook the post of investment analysis trainee at Corretora Solidus S.A CCVM until 2012. He has a bachelor in Economic Sciences (UFRGS / 2012) and attended the Training and Improvement Course in the Capital Market (APIMEC-UFRGS/2008).