Board of Directors

Board of Directors

Pursuant to the Company’s bylaws and following Novo Mercado’s corporate standards, the board of directors consists of a minimum of five members, and a maximum of ten, all of whom are elected at shareholders’ meeting with a two-year term (reelection permitted). At least 20% of the Company’s board of directors must be independent members.
The current composition of the Company’s board of directors is as follows:

Name Position Date of Election Term
Alessandro Giuseppe Carlucci Chairman OGM 2019 OGM 2021
He graduated in Business Administration from Getúlio Vargas Foundation (FGV) and holds an Executive MBA from PDG/SDE Escola de Negócios. Carlucci headed Natura for more than a decade, finally leaving in 2014. He was on the boards of Redecard and Alcoa Latam and a member of the Advisory Council of Itaú-Unibanco. He chaired the World Association of Direct Sales Companies. He is a member of the Board of Directors of Lojas Renner, chairman of the board of Business for Social Responsibility (SBR) and a board member of Demin Center. He is also Executive in Residence at Columbia University.
José Ernesto Beni Bolonha Vice Chairman OGM 2019 OGM 2021

Founder and president of Ethos Desenvolvimento Humano e Organizacional, he is a member of the INSPER Assessment Council. He obtained undergraduate and graduate degrees in Psychology and Administration at Pontifícia Universidade (PUC), Universidade Mackenzie (SP), and Bowling Green State University and University of Kalamazoo in the USA. He works as a specialist consultant in family company succession planning, with an emphasis on corporate and business models and on setting up governance. He is on the board of several companies and educational institutions.

Luiza Helena Trajano Inácio Rodrigues Independent Board Member OGM 2019 OGM 2021

Luiza Helena Trajano graduated in Law from Faculdade de Directo de Franca in 1972. She started her professional activities in Magazine Luiza, and went through all the departments of the group: from collection to management, from sales to commercial direction. In 1991, she assumed the position of Superintendent, after participating in the creation of a holding company to professionalize the companies and define the succession process of the group, and later assumed the Presidency, which he held from 2009 to 2015. She also assumed the Presidency of IDV (Institute for Retail Development) for the 2009-2010 biennium, and in 2011, she was elected vice president. She has been on the Board of Directors of Magazine Luiza since June 2005, and is currently Chairman of the Board. In 2008, he was a member of the Board of Directors of Sadia SA He was a member of the Board of Directors of Luizacred SA from 2002 to 2013, having held the position of Chairman of the Board in 2012. She is currently Chairman of the Board of Directors of LuizaSeg Seguros SA. took over the positions in 2005. Ms. Luiza is also a lecturer in several events, in which she reports, among other subjects, her experience in people management.

Guilherme Affonso Ferreira Independent Board Member OGM 2019 OGM 2021

holds an undergraduate degree in Production Engineering from Universidade de São Paulo (USP), and studied overseas on extension courses. He has experience in managing publicly-held companies such as Unibanco Holdings, Santista Têxtil, Manah S.A. and Coldex Frigo. Currently he is CEO of Bahema Participações S.A., a financial investment company. He is also a board member of companies such as Petrobras, SulAmérica S.A, Eternit S.A, Tavex Algodonera, Banco Indusval and Gafisa.

Alexandre Café Birman Board Member OGM 2019 OGM 2021

CEO of Arezzo&Co since 2013, Alexandre has more than 20 years’ experience in the footwear business. He was still very young when he started making shoes, in the family firm, until in 1995 he founded Schutz, which today is one of the brands in the company’s portfolio. He was awarded one of the most prestigious prizes in the world footwear industry, the “Vivian Infantino Emerging Talent Award”, one of the famous Footwear News Achievement Awards. He studied at FUMEC University in Belo Horizonte and took part in the Owner/President Management Program at Harvard Business School, in Boston, USA.

Luiz Fernando Giorgi Independent Board Member OGM 2019 OGM 2021

holds an undergraduate degree in Business Administration from Armando Álvares Penteado Foundation, and was president of the Hay Group and Executive Vice President of Suzano Holding, which he left to set up his own leadership and corporate management company, LFG, in 2005. He has provided coaching for CEOs and businessmen for more than a decade, and is on the board of several Brazilian companies.

Juliana Rozenbaum Independent Board Member OGM 2019 OGM 2021

Juliana Rozenbaum has 13 years of experience in Sell Side Equity Research, focusing primarily on companies in the Consumer and Retail segment. She has worked at several financial institutions and, between 2007 and May 2013, at Itaú BBA, where she currently serves as an advisor to this segment. Previously, she served as a Buy Side economist at institutions such as JGP, Pactual and Icatu. Over the years, she has been repeatedly awarded by Institutional Investor for her coverage of Retail and Consumer Goods segments. Juliana has studied Economics at the Pontifical Catholic University (PUC) of Rio de Janeiro and has earned the CFA® designation.

Board of Executive Officers

The Company’s board of executive officers is composed of at least two, and a maximum of ten, members, shareholders or not, who are elected and may be removed at any time by the board of directors (overlapping roles permitted).

The current composition of the Company’s board of executive officers is as follows:

Name Position Date of Election Term
Alexandre Café Birman Chief Executive Officer 05/27/2019 OGM 2021

CEO of Arezzo&Co since 2013, Alexandre has more than 20 years’ experience in the footwear business. He was still very young when he started making shoes, in the family firm, until in 1995 he founded Schutz, which today is one of the brands in the company’s portfolio. He was awarded one of the most prestigious prizes in the world footwear industry, the “Vivian Infantino Emerging Talent Award”, one of the famous Footwear News Achievement Awards. He studied at FUMEC University in Belo Horizonte and took part in the Owner/President Management Program at Harvard Business School, in Boston, USA.

Rafael Sachete Corporate Vice President and CEO 05/27/2019 OGM 2021

Mr. Rafael Sachete joined Arezzo&Co in 2004, having worked for most of this period in the Company’s financial and corporate areas. He held the positions of Finance/Treasury Manager and General Manager, leading Finance, Legal, Tax and Accounting of Arezzo&Co. Between the years of 2013 and 2014, he was responsible for the implementation of the SAP system. Mr. Rafael holds a Bachelor’s degree in Law and an MBA in Finance from Fundação Getúlio Vargas. He also is Director of ABLAC (Brazilian Association of Artifacts and Footwear Retailers).

Aline Penna Investor Relations Officer 05/27/2019 OGM 2021

Aline Penna has 14 years of experience in the financial market, having worked throughout her career in banks in the areas of Buy-Side Equity Research, Private Equity and Investment Banking / M & A. Prior to joining Arezzo&Co in April 2017, Aline spent 6 years as a senior analyst at HSBC Asset Management and Bradesco Asset Management, focusing on coverage of consumer and retail companies in Brazil and Latin America. Aline Penna holds a degree in Business Administration from Fundação Getúlio Vargas.

Fiscal Council

The current composition of the Company’s Fiscal Council is as follows:

Name Position Date of Election Term
Martin da Silva Gesto Sitting Member OGM 2019 OGM 2020
Bachelor’s degree in Law from the Pontifical Catholic University of Rio Grande do Sul, PhD – Department of Financial, Economic and Tax Law, from University of São Paulo, Master’s degree in Law from Pontifical Catholic University of Rio Grande do Sul.
Currently, he is Councilor, representative of the taxpayers, of 2nd Ordinary Class, of the 2nd House of Representatives and the 2nd CARF Trial Section, being also Vice-President of said Class. He has also worked for more than 10 years in law firms, always acting with tax and tax law.
Valmor Leandro Biason Sitting Member OGM 2019 OGM 2020
Business Administrator (CRA / RS 33731) and Bachelor of Science in Accounting (PUCRS) with knowledge in Production Engineering, Corporate Finance, Controllership and Corporate Law. He has been a consultant to the Restructuring and Performance Nucleus since 2006, of which he is a founding partner. Career consolidated through the management of companies in financial crisis, where he served as Executive responsible for the process of Corporate Reorganization and Consultant, standing out in the areas of: Civil Construction, Industrial Automation, Aviation, Textiles and Food. Among the main activities, the creation and participation of boards and Administration and Management groups at the operational, tactical and strategic levels stands out; the support to the development of Cisões, Mergers and Mergers from the accounting, administrative and negotiating point of view; Negotiation and elaboration of strategies with Stakeholders; internal and external conduction of restructuring projects, targeting and implementation of tools and conduits linked to the company’s management; Crisis management and Development of new sources of resources.
Ricardo Gus Maltz Sitting Member OGM 2019 OGM 2020
Managing Partner of Legati Consultoria em Gestão Empresarial.
Master in Business Management by FGV-EBAPE RJ, post-graduate and MBA in Finance and Business Management by FGV-EPGE and Strategic Marketing by Insper, graduated in Economics from PUCRS.
Coordinated the Division of Economics of Federasul from 2013 to 2016. Professional experience as a company advisor and CEO, consultant in several processes of restructuring companies in the industrial, freight transportation, retail, services, footwear and components for footwear and leather, among others.
Professor of FGV’s MBA course, in the discipline “Business Strategy” and “Business Games”.
He has developed a line of research in succession processes in family companies and strategic management, with work published in EnANPA (2008) titled “Is Isomorphism in Brazilian Academic Accounting Periods?”
Clóvis José Ceretta Alternate Member OGM 2019 OGM 2020
Graduated in Electronic Engineering from the Pontifical Catholic University of Rio Grande do Sul, graduated in Business Administration from the Center for Unified Education and Brasília, Graduated in Law from the Federal University of Santa Maria, Master in Law from the Pontifical Catholic University of Rio Grande do Sul. He worked for 10 years as an engineer officer of the Aeronautics of Brazil. From 1994 to March 2018, auditor of Internal Revenue Service of the State of Rio Grande do Sul.
Vinícius de Azambuja Franco Alternate Member OGM 2019 OGM 2020
Vinícius de Azambuja Franco graduated in Legal and Social Sciences from the Pontifical Catholic University of Rio Grande do Sul (PUCRS) with a Post-Graduation in Tax Law from the Federal University of Rio Grande do Sul (UFRGS). Mr. Vinícius Franco has been in charge of Taxcon Consultoria Tributária Empresarial for more than a decade in Rio Grande do Sul. He has also participated in Martinelli Corporate Law for more than two years and previously served in the Rio Grande do Sul State Court of Justice (TJRS) for more than five years, in addition to other internship experiences during graduation.
João Luiz Trindade Telles da Silva Alternate Member OGM 2019 OGM 2020
Business Administrator (CRA / RS 33731) and Bachelor of Science in Accounting (PUCRS) with knowledge in Production Engineering, Corporate Finance, Controllership and Corporate Law. He has been a consultant to the Restructuring and Performance Nucleus since 2006, of which he is a founding partner. Career consolidated through the management of companies in financial crisis, where he served as Executive responsible for the process of Corporate Reorganization and Consultant, standing out in the areas of: Civil Construction, Industrial Automation, Aviation, Textiles and Food. Among the main activities, the creation and participation of boards and Administration and Management groups at the operational, tactical and strategic levels stands out; the support to the development of Cisões, Mergers and Mergers from the accounting, administrative and negotiating point of view; Negotiation and elaboration of strategies with Stakeholders; internal and external conduction of restructuring projects, targeting and implementation of tools and conduits linked to the company’s management; Crisis management and Development of new sources of resources.