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Corporate Governance Practices

Since September 2002 the company has been listed in the special segment of the BM&FBOVESPA stock market called Level 2 Corporate Governance, adopting unique corporate governance practices, including:

  • At least 25% of total capital stock outstanding (free float);
  • Altered the Bylaws to, among others: (i) establish Tag Along in the disposal of corporate control of 100% to shareholders of common stock and 80% to shareholders of preferred stock; (ii) establish an obligation for a public offering for the acquisition of shares at least at the economic value due to the cancelation of the publicly traded company register or delisting from Level 2;
  • A Board of Directors with a unified mandate of up to two years, comprised of 7 members, of which 30% are independent, one of which is nominated and elected by the minority shareholders, and one is nominated and elected by the preferred stock shareholders;
  • With the objective of assisting the Board od Directors, the Company maintains, since 2006, technical and consultancy boards, one statuary, called the Executive Committee, and another three non-statuary, called the Audit and Risk Committee, the Strategy and Innovation Committee and the HR and Ethics Committee;
  • Disclosure of financial statements translated into English in accordance with accounting practices adopted in Brazil and with IFRS – International Financial Reporting Standards established by IASB – International Accounting Standards Board;
  • Three public meetings per year with analysts and other interested parties in order to disclose information concerning the Company’s economic and financial position, projects and prospects, and also three conference calls;
  • Disclosure of an Annual Corporate Events Calendar;
  • Maintenance of a Code of Conduct, an Information Disclosure Policy and a Securities Trading Policy;
  • Association to the Market Arbitration Chamber, maintaining statuary disposition in the sense that the Company, its shareholders, administrators and members of the Audit Committee, are obliged to resolve, by means of arbitrage, all and any disputes or controversies that may arise among them, especially related to or originating from  the application, validity, efficiency, interpretation, violation and its effects, of the provisions contained in the Corporate Laws, in the Company Bylaws, in the norms published by the National Monetary Council, the Central Bank of Brazil and the Securities Commission, as well as other norms applicable to the operation of the capital market in general.

Last updated on June 7, 2023.