The mechanisms and initiatives to reduce risks are reinforced daily, seeking increasingly ethical and transparent management and being guided by the best governance practices in the market. Among our governance practices, we highlight:
- Shares listed on B3’s New Market with only common shares;
- 100% tag-along;
- More than 30% of independent members on the Board of Directors, as defined in the Company Statute;
- Diversity of knowledge, with members specialized in retail, technology, construction, corporate pedagogy and finance topics;
- Minimum dividend policy of 30% of adjusted net profit;
- No member of the Board has or may have an executive position in the Company.
The Governance Secretariat autonomously and impartially provides direct support to the governance system across the board by managing the flow of information and integrating deliberative (general assembly and advisory board), executive (president and other directors), supervision (fiscal board, audit committee, audits), and advisory (committees) instances.
The fact that Dexco’s advisors participate in other companies’ boards may raise the issue of overboarding. We believe this factor is not relevant within the organization’s corporate governance, as we adhere to the highest governance standards in our procedures, with statutory advisory committees to the Board. Additionally, we ensure through the diversity of knowledge present in its technical team that Dexco’s Board members exhibit strong attendance at meetings, demonstrating that they are adequately qualified and prepared for the company’s strategic decisions.
It is also important to highlight that the advisors’ participation in forums and the monitoring of individual performances aim to ensure strategic alignment and the optimization of the holding company’s resources with its subsidiaries. These efforts are essential to ensuring long-term success and value creation for all stakeholders.
The Company carried out its first Materiality study in 2019, when its first Integrated Report was published. The study conducted focused on communication with stakeholders, with the aim of guiding a clear and objective presentation of the value creation strategy in the short, medium, and long terms. The study was conducted using institutional documents – such as guidelines from the Business Divisions and corporate strategies – and sectoral ones, identifying central themes to be considered for prioritization. Also, in-depth interviews were conducted with strategic audiences, seeking perceptions of how we manage issues related to socio-environmental aspects and Corporate Governance. Priority topics were also presented to the Executive Board and Board of Directors, so that they could be validated, considering the maturity of our management instruments, the sectoral context in which we operate and other elements of the company’s strategic planning.
The result of this first analysis defined the following material topics: Adequate business environment; People who transform; Responsible processes and Sustainable solutions. Within each of the pillars, themes were determined according to priority levels, such as high, medium, and low.
- High Priority: Ethics and Compliance, Health and Safety; Supply chain; Professional training and Environmental performance;
- Medium Priority: Innovation and digitization; Cash generation and funding; Forest Management and Environmental Solutions;
- Low Priority: Diversification of the business portfolio; Diversity; Local Development; Environmental education; Climate change and eco-efficient solutions.
In 2022, understanding it to be a good practice, Dexco revisited its materiality matrix, so that the material was more aligned with the current reality of the Company, which has undergone important changes in recent years. The Company underwent a name change (from Duratex to Dexco), approved its 2025 Sustainability Strategy, launched its second season of culture, and established its Social Responsibility Guidelines. Faced with so many structuring actions, revisiting Materiality was seen as essential for directing the Company’s actions for the coming years.
In this process, in addition to new documental and sectoral analyses, interviews, conversation circles and online consultations were carried out with stakeholders, totaling more than 700 interactions to be considered. As a result of all this effort, 7 material and priority themes were selected that cover a series of relevant sub-themes. This new matrix was approved by the Executive Board in January 2023 and based on it, the Company’s action plans for the coming years will be guided.
Below is a list of Material themes and themes considered Priorities for Dexco:
Guilherme Tadeu Pereira Júnior
Member and President
Felicio Cintra do Prado Júnior
Member
Victor Zavagli Junior
Member
José Carlos de Brito e Cunha
Alternate Member
Gustavo Amaral de Lucena
Alternate Member
Vera Amaral Carvalho Momo
Alternate Member
Alfredo Egydio Setubal
President
Alfredo Egydio Arruda Villela Filho
Vice President
Helio Seibel
Vice President
Andrea Laserna Seibel
Member
Harry Schmelzer Junior
Member
Ricardo Egydio Setubal
Member
Andréa Cristina de Lima Rolim
Independent Member
Marcio Fróes Torres
Independent Member
Marcos Campos Bicudo
Independent Member
Rodolfo Villela Marino
Alternate Member
Alex Laserna Seibel
Alternate Member
Paula Lucas Setubal
Alternate Member
Antonio Joaquim de Oliveira
President Director
Carlos Henrique Haddad
Director Vice President Wood
Raul Guimarães Guaragna
Director Vice President Deca and Tiles
Francisco Augusto Semeraro Neto
Director of Adminstration and Finance
Glizia Maria do Prado
Director of People
Daniel Lopes Franco
Director of IT and Growth
Marina Crocomo
Director of Marketing and Design
Marcos Campos Bicudo
President and Coordinator
Adjarbas Guerra Neto
Expert Member
José Maria Rabelo
Member
Marcio Fróes Torres
Independent President
Caroline Carpenedo
Expert Member
Alfredo Egydio Arruda Villela Filho
Member
Alfredo Egydio Setubal
Member
Andrea Laserna Seibel
Member
Harry Schmelzer Junior
Member
Paula Lucas Setubal
Member
Marcos Campos Bicudo
Independent President
Marcelo de Camargo Furtado
Expert Member
Ricardo Egydio Setubal
Member
Rodolfo Villela Marino
Member
Marcio Fróes Torres
Independent President
Andréa Cristina de Lima Rolim
Member
Marcos Campos Bicudo
Member
Adjarbas Guerra Neto
48
Man
White
Brazilian
He graduated in Law and Accounting, later completing an MBA in Capital Markets from USP, a Master’s in Finance and Controllership from PUC/SP and Corporate Governance: Effectiveness and Accountability in the Boardroom from the Kellogg School of Management.
At Dexco, he has been a Specialist Member in Corporate Accounting on the Audit and Risk Management Committee since 2022.
In addition, he worked at Votorantim Cimentos S.A. from 2018 to 2019 on the Audit Committee, where he held the position of Director of GRC, Internal Audit and Ombudsman; worked at Votorantim Siderurgia S.A. from 2014 to 2017 as Member of the Auditing Committee. Since 2023, he has also served as an Alternate Member of the Fiscal Council of Embraer S.A.
Alex Laserna Seibel
38
Man
White
Brazilian
He graduated in business administration from Universidade Presbiteriana Mackenzie in 2008.
At Dexco, he has been a Member of the Board of Directors since April 2021, currently occupying the position of Alternate Member. In addition, he was a member of the Sustainability Committee from 2021 to April 2023.
He has also held the position of managing partner since 2013 at HS Investimentos S.A and managing partner at Moreira e Toledo Cia Ltda. (Leo Madeiras – Feira de Santana) since 2015. In the third sector, he has served as an advisor since 2015 at Instituto Leo and at ARCAH – Associação de Resgate à Humanidade as founder and administrator since 2013.
Alexandre de Barros
67
Man
White
Brazilian
He graduated in Aeronautical Infrastructure Engineering from the Instituto de Tecnologia da Aeronáutica (ITA) in 1980, with a specialization in Risk Management from INSEAD in 2003, an MBA in Information Technology from New York University in 1986 and a Course for Board Members from IBGC in 2015.
At Dexco, he has been an Alternate Member of the Board of Directors since 2020, Member of the People, Governance and Nomination Committee since 2021 and Chairman of the IT and Digital Innovation Committee since 2022.
From 2015 to January 2023, he was also a member of the Board of Directors of DASA (Diagnostics da América S.A.), where he held the position of Member. He currently holds the position of Member of the Audit Committee of Itaú Unibanco S.A, position held since 2021.
Alfredo Egydio Arruda Villela Filho
54
Man
White
Brazilian
He graduated in Engineering from Instituto Mauá de Tecnologia in 1992, and later completed a post-graduate course in Business Administration from Faculdade Getúlio Vargas.
At Dexco, he served as Member of the Board of Directors since 1996, becoming Vice-President in 2008, in addition, since 2017 he occupies the position of Member in the IT and Digital Innovation Committee, where he served as President for the period between 2017 and 2022, and since 2009 serves as a Member of the People, Governance and Nominations Committee.
He was also a member of Itaúsa S.A. as Executive Vice President from 2018 to 2022 and Executive Vice President from 2022, position he currently holds. In addition, he also works at Instituto Alana, Yandeh S.A. and Alpe Intermediações de Negócios S.A., where he has held the position of Officer since, respectively, 1998, 2016 and 2017.
Alfredo Egydio Setubal
66
Man
White
Brazilian
Graduated and postgraduated by Faculdade Getúlio Vargas in the Business Administration course in the 80s, he later specialized at INSEAD, in France.
At Dexco, he has been a member of the People, Governance and Nominations Committee since 2015 and the Board of Directors where he has been a member since 2015, he served as Co-Chairman from 2017 to 2021 and has assumed the Chair since then.
In addition, he serves as a member of the Board of Directors at Itaú Unibanco S.A., Alpargatas S.A. and Copa Energia since, respectively, 2007, 2017 and 2020; also operates at Itaúsa S.A. since 2008 as Member of the Board of Directors and, since 2015, as Chief Executive Officer and Investor Relations Officer.
In the third sector, he has been a member of the Bienal de São Paulo since 2009, as a member of the Board of Directors; Fundação Itaú para Educação e Cultura as President Curator since 2018, the Brazilian Institute of Investor Relations – IBRI, as Member of the Superior Committee for Guidance, Nomination and Ethics since 2010 and MASP, since 2015, as President of the Deliberative Council.
Andrea Laserna Seibel
48
Woman
White
Brazilian
She graduated in law from the Pontifical Catholic University of São Paulo in 1999, with an MBA from Fundação Dom Cabral in 2006 and specialization OPM from Harvard Business School in 2011.
At Dexco, she has served on the Board of Directors since 2009, where she has held the position of Full Member since 2021; she has also been a member of the IT and Digital Innovation Committee since 2018, and of the People, Governance and Nomination Committee during the period from 2015 to 2018 and subsequently 2023.
In addition, she has been General Manager since 2012 at Leo Madeiras, Máquinas & Ferragens Ltda. and, in the third sector, she has held the position of President since 2017 of the Leo Social Institute.
Antonio Joaquim de Oliveira
64
Man
White
Brazilian
Master in Forestry Planning and Economics from the Federal University of Viçosa (MG), with courses in Strategic Business Management by Fundação Getúlio Vargas and in Finance and Strategic Planning by the Wharton Business School.
At Dexco, his career was: Controller and Forest Planning Manager, Executive Manager of Solid Wood Products and Supplies, Executive Manager, Forest Executive Officer, VP of Panels Business Unit.
In April 2013 he took charge of Dexco, being at the helm of the company in recent expansion, cultural and digital transformation movements. From Cecrisa’s acquisition to the joint venture with Lenzing for the creation of LD Celulose, until more recently to the rebranding project that begins a new growth cycle.
Carlos Henrique Haddad
58
Man
White
Brazilian
He graduated in Business Administration from Fundação Armando Álvares Penteado (FAAP) in 1987.
At Dexco, he served as Director of Administration, Finance and Investor Relations from 2017 to early 2023, when he assumed the position of Vice-President of the Wood Division. In addition, from 2016 to 2022, he held the position of Member of the Disclosure and Trading Committee and, since 2021, has served as Member of the DX Ventures Investment Committee.
In addition, from 1986 to 1994 he worked at Caterpillar Brasil Ltda. positions in the Control and Treasury areas as Finance Manager, and from 1994 to 2016 he worked at Whirlpool S.A. as Director in the treasury area and Regional Director, responsible for the areas of IT, Strategic Planning, Investor Relations and Internal Audit of operations in Latin America.
Caroline Carpenedo
42
Woman
White
Brazilian
Doctorate in Strategic Design from Unisinos and an Executive MBA from FIA. She also has a Master’s degree in Business Administration from PUC-MG, as well as an FDC and a Bachelor’s degree in Psychology from PUC/RS. Additionally, completed various advanced education courses at universities such as Stanford, Harvard, and INSEAD.
Executive Vice President of People and Management, Security, and Communications at Suzano, also leading the company’s Quality of Life and Facilities areas.
With approximately 20 years of professional experience in Human Capital, she has led all HR processes in different countries and regions. Before joining Suzano, held the position of Global Director of People and Social Responsibility at Gerdau.
She has served as a Board Member of the Museu das Minas e do Metal, participated in the People Committee of IBGC, been Vice President of the Open Committee on People Management, and Vice President of the Strategic HR Committee at Amcham. Since 2022, she has been a member of the People Committee at Ibema.
Daniel Lopes Franco
45
Man
White
Brazilian
Graduated in Production Engineering from Instituto Mauá de Tecnologia, he later completed a postgraduate degree in Industrial Administration from USP, MBA in International Business Administration from École de Management à L’Université Jean Moulin, Executive Extension in Strategic Marketing from INSEAD and Executive Training to Chief Technology Officers from the Haas School of Business.
At Dexco, he has held the position of IT and Growth Director since 2019. Since 2021, he has been a Member of the Investment Committee. In addition, from 2019 to 2022 he served as a Member of the IT and Digital Innovation Committee.
He also worked for 12 years at Solvay, starting in 2001 as an intern and later reaching the position of Strategic Marketing Director, where he remained from 2010 to 2013.
Francisco Augusto Semeraro Neto
42
Man
White
Brazilian
He graduated in Business Administration in 2003 and completed a specialization in Business Economics at Faculdade Getúlio Vargas in 2007, later completing an MBA at Fundação Dom Cabral in 2018.
At Dexco, he served as Controller between 2018 and 2019, and later as Controllership and CSC Officer from 2020 until early 2023, when he assumed the position of Vice President of Administration, Finance and Investor Relations, position he has held since then.
In addition, from 2016 to 2018, he joined Husqvarna Ltda in the position of CFO for Latin America, responsible for the Controlling, Tax, Accounting and IT areas, and in the years 2019 and 2020 at Embarer S.A. as Controlling Director.
Felicio Cintra do Prado Júnior
70
Man
White
Brazilian
He graduated in Production Engineering from Escola Politécnica da USP, with a postgraduate degree in Business Administration from CEAG. He also took specialization courses in Strategic Human Resource Management at Harvard Business School in 1992 and in Capital Markets Investing at Citibank Global Asset Management in 1994; also participated in the Advanced Management Program by INSEAD in 1989.
At Dexco, he served as an Alternate Member of the Fiscal Council from 2018 to 2019, and subsequently resumed the position in April 2023.
He is an Alternate Member of the Fiscal Council at Itaúsa and Member of the Financial Committee at Implamed Ltda. since 2014, occupying, in the latter, also the positions of Financial Director from 2014 to 2022. In addition, in the third sector, he worked at the Institute of Technological Research Foundation as Member of the Curator Council of the Support Foundation for the Technological Research Institute from 2013 to 2018.
Glizia Maria do Prado
46
Woman
White
Brazilian
Graduated in Psychology from PUC-MG in 2001, she completed an MBA in Business Management from Fundação Dom Cabral/MG in 2010 and a Professional Master’s in Administration from PUC-MG in 2014.
At Dexco, she served as Human and Organizational Development Manager from December 2015 to 2018 before taking over the HR Board in 2019, renamed in 2021 to People, which she has served since then.
In addition, she worked from 2008 to 2015 as Manager of the HR area at Fiat Chrysler Automóveis.
Guilherme Setúbal Souza e Silva
47
Man
White
Brazilian
Graduated in Business Administration from PUC-SP with an MBA in Finance from Insper. With over 14 years of experience in the financial market in the areas of Treasury and Corporate Banking, he has been at Dexco since 2014, where he was Head of M&A, Investor Relations, Risk Management, Internal Controls, and Revenue Management; Manager of Investor Relations and ESG (Environmental, Social, and Governance); and currently holds the position of Director of Investor Relations, Institutional and Government Relations, and ESG.
Additionally, he has been the Secretary of the Board of Directors since May 2021, an alternate member of the Board of Directors of Copa Energia, and a member of the Instituto Itaúsa.
Guilherme Tadeu Pereira Júnior
44
Man
White
Brazilian
He graduated in Public Administration from Unisul in 2008, completed an MBA in Finance in 2011 with an emphasis on Controllership and Auditing from FGV and took specialization courses in Business in the Netherlands. He also completed a specialization course in Corporate Governance at Wharton University and training in Audit Committee at Harvard University.
At Dexco, he served as an Effective Member of the Fiscal Council from 2018 to 2019, becoming Chairman in 2021.
At Itausa S.A. he has been an Effective Member of the Fiscal Council since 2020, having been an Alternate Member from 2019 to 2020. In addition, he worked at Minuto Corretora de Seguros S.A. in the areas of financial planning and internal controls in companies in Brazil and the USA from 2015 to 2017, later occupying the position of Administrative and Financial Director (CFO) from 2017 to 2020 and Vice President of Operations (COO) from 2020 to 2022.
Gustavo Amaral de Lucena
51
Man
White
Brazilian
Graduated in Economics from UniSantanna in 1996, MBA in Marketing from UniSantanna in 1998, MBA in Banking from FGV in 1998, Graduated in Accounting from Luziwell in 2003 and MBA in Strategy and Disruptive Market from FIAP Corporate in 2019.
At Dexco, he has been an Alternate Member of the Fiscal Council since 2022, a position he has also held since the same year at Itaúsa S.A. In addition, he joined Deloitte Brazil as a Partner from 2012 to 2021, also serving since 2021 at the OLX Brasil Group as Vice President of Governance, Risks and Internal Controls; permanent member of the Ethics, Crisis and ESG Committees and coordinator of the Audit Committee. In the third sector, he is a permanent member of the Advisory Committee of the 100% Transparency Movement of the UN Global Compact Brazil at the United Nations Brazil.
Helio Seibel
71
Man
White
Brazilian
He graduated in 1975 from Fundação Getúlio Vargas in Business Administration.
At Dexco, he has been a member of the Board of Directors since 1999, subsequently becoming Vice-Chairman in 2021; he also serves, since 2021, as Chairman of the Finance Committee.
In addition, since 1983 he has held the position of Managing Director at Ligna Florestal Ltda. and Chief Executive Officer at HS Investimentos since 2013. He also served as Member of the Board of Directors at Klabin from 2015 to 2019.
In the third sector, he has been a member of the Board of Directors at MASP and Pinacoteca de São Paulo since 2016 and 2017, and has also been a member, since 1995, of the Young Presidents Organization – YPO/WPO.
José Carlos de Brito e Cunha
73
Man
White
Brazilian
He graduated in 1974 and 1976 in Administrative Sciences and Accounting Sciences from the Pontifical Catholic University of Petrópolis. Later, he attended Basic Training for Senior Executives at FGV EBAPE in 1996, in 2000 he became a Master Specialist in Corporate Finance from PUC-Rio and in 2002 Specialist in Public Management from FUNDACE – Foundation for Research and Development of Administration, Accounting and Economics, linked to FEA-RP/USP.
At Dexco, he has been an Effective Member of the Fiscal Council since the beginning of 2023.
Previously, he worked from 2006 to 2012 at the Business School of PUC-RIO as a professor of Individuals & Corporate Risk Management, State and Government Business Management and Executive MBA courses in Financial Business. He also served from 2016 to 2021 as a Member of the Fiscal Council at Itaúsa S.A.
José Maria Rabelo
69
Man
White
Brazilian
He graduated in Law from UFMG in 1981, later completing an MBA in General Training for Senior Executives from UFMG in 1995 and an LL.M in Business Law from Fundação Getúlio Vargas from 2016 to 2019.
At Dexco, he has been a Member of the Audit and Risk Management Committee since 2022.
In addition, he worked at Itaúsa S.A. as Member of the Fiscal Council from 2016 to 2020, and as Chairman of the Board of Directors from 2018 to 2020 at the companies Aliança Geração de Energia S.A. and Transmissora Aliança de Energia Elétrica S.A.
Juliana Rozenbaum Munemori
46
Woman
White
Brazilian
Graduated in Economics from the Pontifical Catholic University of Rio de Janeiro, holds the CFA® designation.
At Dexco, she has been a member of the Board of Directors since 2016, the Audit and Risk Management Committee, where she became President in 2023, and the Committee for Evaluating Transactions with Related Parties, having been President of the latter since 2019, also Member of the Finance Committee since 2021; was a Member of the IT and Digital Innovation Committee from 2020 to 2021 and of the Board of Directors of Viva Decora Internet S.A. from 2018 to 2020.
In addition, she worked at Arezzo & Co S.A. as Member of the Board of Directors from 2013 to 2021, also acting as Member of the Board of Directors at Cogna Educação S.A. since 2019. She served as a Member of the Strategy and Innovation Committee from 2018 to 2022 at Suzano and as a Sell Side Analyst at Unibanco from 2007 to 2009.
Marcelo de Camargo Furtado
60
Man
White
Brazilian
He graduated in Chemical Engineering with a master’s degree in Renewable Energy from the Polytechnic School of USP.
At Dexco, he has been a Member of the Sustainability Committee since 2018, becoming a Specialist Member in 2021.
In addition, he works in the third sector through the organization Greenpeace Brasil, where he held the position of Executive Director from 2008 to 2013, Director of Campaigns for Forests, Climate, Energy and Pollution from 2005 to 2008. He also works as a facilitator since 2016 in the Coalização Brazil, Climate, Forest and Agriculture.
Marcio Fróes Torres
56
Man
Brown
Brazilian
He graduated in 1993 in Chemical Engineering from the Federal University of Rio de Janeiro, and in 1998 he became a master in Brewing Technology from the Universidad Politécnica de Madrid.
Since 2020, at Dexco, he has been a member of the Board of Directors as a Full Member, the People, Governance and Nomination Committee as Chairman and the Committee for Evaluating Transactions with Related Parties as a Member. In addition, since 2021, he has been a member of the Sustainability Committee and the Investment Committee – DX Ventures.
He was also a member of the Board of Directors at Gerdau S.A. as a Member from 2019 to 2021, at FRST Falconi as a Member since 2019 and at Falconi Participações S.A. as President since 2019.
Marina Crocomo
45
Woman
White
Brazilian
She graduated in Business Administration from FGV/EAESP in 2000 and Bachelor of Business Administration from HEC Paris in 1999. Later she took an extension course in Marketing, Administration and Business from FGV/ EAESP in 2004, and Executive MBA Program from FGV/ EAESP in 2008.
At Dexco, she took over the Marketing and Design Board in 2021, occupying, from 2023, the position of Marketing and Design Director.
She worked at Whirlpool Corporation, where she started as a Trainee in 2001, moving on to the position of Manager and Senior Manager from 2002 to 2010, finally reaching the position of Marketing Director from 2010 to 2013. Marketing & Trade at Affinity Petcare from 2014 to 2020.
Paula Lucas Setubal
42
Woman
White
Brazilian
Graduated in Pedagogy in 2003 and post-graduated in Psychopedagogy in 2006 from the Pontifical Catholic University of São Paulo, she held the position of children’s teacher from 2011 to 2016.
At Dexco, she held the position of Listener on the Board of Directors and on the People, Governance and Nomination Committee from February 2020 to May of the same year. She also served as Member of the Audit and Risk Management Committee from 2020 to 2022. In 2020, she became an Alternate Member of the Board of Directors and Member of the People, Governance and Nomination Committee, and in 2021 Member of the Finance Committee, positions she still holds today.
Raul Calfat
70
Man
White
Brazilian
Raul Guimarães Guaragna
53
Man
White
Brazilian
Graduated in Business Administration from FGV/ EAESP in 1994, he became a specialist in Supply Chain from Fundação Vanzolini/ USP in 2001 and International Executive MBA Program from FIA/USP in 2008.
At Dexco, he served as Director in the Wood Division from 2021 to the beginning of 2023, then moving to the position of Director of the Deca and Coatings Division.
In addition, it integrates the companies Amata na Cidade S.A. and Noah Empreendimentos Imobiliários e Participações S.A. since 2021 as Member of the Board of Directors; he is also, since 2022, Member of the Board of Directors at LD Celulose S.A. and Caetex Florestal S.A. He also worked at International Paper from 2010 to 2012 as International Business Unit Director, and from 2013 to 2016 as Director of Operations.
Raul Penteado de Oliveira Neto
65
Man
White
Brazilian
Graduated from Mackenzie University in 1985 in the Law course, he worked in the civil construction sector, material for civil construction and decoration at Dexco, where he has been a member of the Fiscal Council since 2022.
In addition, since 2017, he has held, respectively, the position of Member of the Deliberative Council at Fundação Itaùsa Industrial and the position of Member of the Board of Directors at Mineração Buritirama – Bonsucex Group; it has also been part, since 2019, of the company New Energies Comercializadora S.A. as Member of the Board of Directors and the company Green Building Council Brasil as Chairman of the Board of Directors since 2020.
Ricardo Egydio Setubal
62
Man
White
Brazilian
He graduated in Business Administration from Fundação Getúlio Vargas in 1984 and Law in 1988 from USP. Also in 1995, he attended the Program Management Development at Harvard University.
At Dexco, he serves on the Board of Directors as a Member since 2009, having been Vice-Chairman until 2017, and on the Sustainability Committee, also as a Member, since 2018; he was a member of the People, Governance and Nomination Committee, the Audit and Risk Management Committee and the Disclosure and Trading Committee in the respective years from 2009 to 2020, 2009 to 2022, and from 2020 to 2022.
He also works at Itaúsa S.A. since 2022 as Executive Vice-President of the Board of Directors and Member of the Governance and People and Audit Committees. In addition, he has been a member of the Capital Markets Committee since 2009, Finance, Investments, and People and Ethics since 2017. In addition, he was a Member of the Board of Directors of IBGC – Instituto Brasileiro de Governança Corporativa from 2014 to 2018, acting then as Vice President from 2016 to 2018 and President from 2018 to 2019.
Rodolfo Villela Marino
48
Man
White
Brazilian
Graduated in Business Administration from Fundação Getúlio Vargas and later earned a Master’s in Development Studies and in Economics and Philosophy from LSE – London School of Economics and Political Science.
At Dexco, he has been a Full Member of the Board of Directors since 2009, and has also served as a Member of the People, Governance, and Nomination Committee since 2009. He was a Member of the Audit and Risk Management Committees from 2009 to 2022, is a Member of the Finance Committee since 2021, and has been the Chairman of the Sustainability Committee since 2019.
He also serves on the Boards of Alpagartas S.A., Copa Energia S.A., and Aegea Saneamento e Participações S.A. since 2017, 2020, and 2021, respectively. He held positions as a Member and Vice President of the Board of Directors at Itaúsa S.A. from 2011 and from 2015 to 2022, respectively.
In the third sector, he has been involved with the organization Tempo Livre PTE Ltda (“Cariuma”) and Instituto Yandeh since 2017, serving as a Member of the Board of Directors and a Member of the Fiscal Council, respectively.
Victor Zavagli Junior
64
Man
White
Brazilian
He graduated in Business Administration from Universidade São Judas Tadeu in 1983, completing a Specialization in Tax Law from Fundação Getúlio Vargas in 2003.
At Dexco he worked from 1992 to 2020 as Corporate Tax Manager and as an Alternate Member of the Fiscal Council from 2022 to 2024, until becoming a Full Member of this Council. He also served from 2006 to 2022 as a Full Member of the Fiscal Council of Fundação Itaúsa Industrial. Furthermore, he works in the tax consultancy sector through ZCT – Zavagli Consultoria Tributária, where he has held the role of Managing Partner since 2021.
Marcos Campos Bicudo
61
Man
White
Brazilian
Bachelor in Business Administration from PUC-SP, certified as Board Member by the Brazilian Institute of Corporate Governance (IBGC). Serves as Chief Executive Officer of Vedacit do Nordeste S.A. (Otto Baumgart Group) since 2017, product of inputs aimed at civil construction. He has also been president of the Brazilian Business Council for Sustainable Development (CEBDS) since 2008. He also serves as a member of the Board of Directors of Brain4Care, starting in 2017 and becoming president in 2023, and as a member of the advisory board of Bombril S.A. and Limppano S.A.
Frederico de Souza Queiroz Pascowitch
41
Man
White
Brazilian
He has been Managing Director of Itaúsa S.A., since September/2019, Member of the Audit and Risk Committees, and Investment Committees since April/2017, Corporate Governance Committee since July/2020 and Sustainability Committee since May/2023; and was an Investment Consultant from February/2016 to April/2017. He is an Alternate Member of the Board of Directors of Nova Transportadora do Sudeste S.A.-NTS, since April/2017; Member of the Finance Committee of Alpargatas S.A, since September/2017; Member of the Finance and Project Evaluation Committee of AEGEA Saneamento e Participações S.A., since May/2022; and Member of the Advisory Board of Wise Plásticos S.A. since August/2019. He was Managing Director of Itaúsa Empreendimentos S.A. from May/2017 to August/2019 and Partner at Gávea Investimentos from 2008 to 2015; Member of the Board of Directors of Energisa; and Member of the Board of Directors of Cell Site Solutions.
Vera Amaral Carvalho Momo
57
Woman
White
Brazilian
She graduated in Economic Sciences from Mackenzie University in 1990, Master’s specialist in Market Finance from Ibmec in 2000, Specialist in corporate law from Ibemec 2m 2022, graduated in Law from the Damásio de Jesus Faculty of Law in 2009 and completed a Master’s degree in Commercial Law in 2017 by PUC.
Andréa Cristina de Lima Rolim
55
Woman
White
Brazilian
Graduated in Economics from the Pontifical Catholic University of São Paulo (1992), her professional performance stood out from her activity at Unilever, where she served as Vice-President of Personal Care Brazil between 2007 and 2010. In October 2010, she took on the role of position of Business Director at Grupo Pão de Açúcar, where she remained until June 2012.
Andréa then became General Manager Brazil at YUM! Brands, holding this position from June 2012 until December 2016. After that, in January 2017, she joined GSK Consumer HealthCare as General Manager Brazil, where she worked until September 2020, when she assumed the position of Vice President and Executive Director for Latin America at Kimberly Clark, a role he held until November 2023.
In May 2021, she contributed to Grupo Fleury, acting as Coordinator of the People and Culture Committee and as an Independent Member of the Board of Directors until April 2023. After this period, she continued to support the Board of Directors as a consultant for this company. Since April 2024, Andréa has also served as a member of the Board of Directors of Lojas Renner and Orby, Co.
Harry Schmelzer Junior
66
Man
White
Brazilian
Graduated in electrical engineering, Harry built his professional career mainly at the WEG Group, where he performed several roles over the years, with emphasis on his role as CEO from 2008 until March 2024. After leaving the position of CEO, Harry continued to contribute to the company, assuming a position as Member of the Board of Directors from April 2024.
In addition to his work at WEG, Harry Schmelzer Junior also played an important role on the international scene as a Member of the BRICS Business Council (CEBRICS) between 2013 and 2023.