Committees

According to the Company’s Bylaws, the Board of Directors will be advised by consulting committees governed by internal rules. The Committees’ members may also be members of the Board of Directors.

Audit Statutory Committee

According to the Company’s Bylaws, the Audit Statutory Committee will have at least three (3) and at most five (5) members, with alternate terms of office of up to 3 (three) years, nominated and removed by the Board of Directors, according to the criteria and conditions established by the Internal Rules approved by the Board of Directors, with one (1) of the members also a member of the Board of Directors and not a member of the Executive Board; the other members cannot be linked to the Company’s Management. The Audit Statutory Committee is partially renewed every year. The Committee is responsible for advising the Board of Directors, regarding the exercise of its audit and inspection functions.

Audit Statutory Committee Composition:

Name Office
Henrique José Fernandes Luz Chair - Board Member

Mr. Henrique José Fernandes Luz has had a career spanning over 40 years as an independent auditor, partner, and member of the executive leadership committee in Brazil and South America for 24 years at a Big 4 firm. He graduated from the Faculdade de Ciências Políticas e Econômicas do Rio de Janeiro and has completed various postgraduate courses and executive programs at Harvard, Darden, Singularity University, Duke, Universidad de Buenos Aires, Ontario University, among others.
He has extensive experience as an independent member of Boards of Directors, currently serving at Grupo Maringá and Oi S.A. He has also served in recent years at Cellera Farmaceutica, where he was Chairman of the Board, and Burger King Brazil. He is a former Board member of the IBGC, where he served as President from 2019 to 2021. Additionally, he is the Vice President of the Board of the Museum of Modern Art of São Paulo and a board member of MAM Rio and the Dorina Nowill Foundation for the Blind. He is a lifetime titular member of Chair 59 of the Brazilian Academy of Accounting Sciences and a speaker and columnist for Capital Aberto and Plurale magazines.

Jerônimo Antunes Member

Jerônimo Antunes has served as an Independent Board Member of Petróleo Brasileiro S.A.- Petrobras since May 2024, of Companhia Muller de Bebidas since September 2020 and of Desenvolve SP since December 2020. He is a professor in the undergraduate course in Accounting at FEA/USP since 2001 and member of the Board of Trustees of the Institute for Accounting, Actuarial and Financial Research – FIPECAFI since 2017. Expert-Accountant in several disputes, with performances in the Arbitration and Mediation Chambers of CIESP-FIESP, OAB and the Brazil-Canada Chamber of Commerce, as well as in the Judiciary Branch since 2007. He served as a member of the Board of Directors or Fiscal Council and Audit Committee of several companies such as Petrobras, BR Distribuidora, BRF, Eletrobras, Paranapanema, Oceanpact, Vibra, Sabesp, Metrô SP, Companhia Brasileira de Distribuição and Vila Velha Participações. He was a partner-director of Antunes Auditores Associados from 09/2002 to 05/2015. He holds a PhD and a Master’s degree in Controllership and Accounting from FEA-USP.

José Octávio Vianello de Mello Member

Mr. Mello has solid 30 years of corporate management experience, involving the leadership of the Controlling, Administration, Finance, Planning, Human Resources, Accounting, Auditing and IT areas, in national and multinational companies, and with large experience in M&A projects, purchase and sale of companies. Experience as an independent member of the Board of Directors, Fiscal Council and Committees of large companies, such as: Itatiaia Eletro e Móveis S.A. from 2023 to 2024, Oi Telecomunicações since 2023, World Cargo Logística since 2022, Marini Industria de Compensados Ltda since 2019, Telescope Media Company (startup) from 2018 to 2023, Atlas Indústria de Eletrodomésticos Ltda. from 2016 to 2021, Day Brasil S.A from 2016 to 2018, Laura Bot from 2017 to 2019, Seta Engenharia Ltda. from 2017 to 2018, Administradora Educacional Novo Ateneu / Unicuritiba from 2015 to 2016. Performed several functions in the Unipar Group from 2001 to 2014, with emphasis as Chief Executive Officer (CEO) of Unipar Holding/Unipar Carbocloro from 2008 to 2014. Previously, he was Partner-Director at an independent audit firm (“Big Four”), where he worked for twelve years, in São Paulo, Rio de Janeiro, Curitiba and in the United States. He holds a degree in Accounting and Business Management from FAAP (1984 and 1986), with an MBA in Business Management from IBMEC (1997) and PGA from Insead (2014).

Louise Barsi Member

Mrs. Louise Barsi holds a degree in Economic Sciences from Universidade Presbiteriana Mackenzie and in Accounting Sciences from Fundação Escola de Comércio Álvares Penteado, and a postgraduate degree in Capital Markets. She is currently pursuing a post-MBA at the Saint Paul School of Business in the Advanced Boardroom Program for Women. Mrs. Louise Barsi also holds the following positions: (i) Board of Directors member of Eternit S.A. since December 2017; (ii) Fiscal Council member of Klabin S.A. since April 2019; (iii) Fiscal Council member of Banco Santander since April 2019; and (iv) Financial and Audit Committees coordinator of Eternit S.A. since April 2018.

Click here to read the Audit Statutory Committee’s Internal Rules.*

Risk & Solvency Committee

The Committee is responsible for advising the Board of Directors, by analyzing, monitoring, and recommending improvements in the Company’s risk management structure.

Risk & Solvency Committee Composition:

Name Office
Antonio Francisco de Lima Neto Chair - Board Member

Antonio Francisco de Lima Neto was an Audit Committee member at Grupo Itaú Unibanco from June 2015 to June 2021 and has been an independent member of the Audit Committee of Itaú CorpBanca (Chile) since 2018. He was Banco Fibra’s Chief Executive Officer (2009 to 2013) and held several positions at Banco do Brasil S.A., including Chief Executive Officer (2006 to 2009); Retail and Distribution Vice President (2005 to 2006); International Business and Wholesale Vice President (2004 to 2005); Commercial Director (2001 to 2004); Executive Head of the Commercial Board (2000 to 2001); State Superintendent of Tocantins office (1999 to 2000) and Regional Superintendent of Belo Horizonte office (1997 to 1999). He served as a Board of Directors member of Brasilprev Seguros e Previdência S.A. (2007 to 2009); Board of Directors member of the Brazilian Federation of Banks (FEBRABAN) (2006 to 2009); Board of Directors member of BB Securities Limited (2004 to 2005); Board of Directors member of Brasilsaúde Companhia de Seguros (2003 to 2005); Board of Directors member of Companhia de Seguros Aliança do Brasil (2001 to 2009) and Board of Directors member of BB Previdência – Banco do Brasil Pension Fund (2000 to 2007). He holds a bachelor’s degree in economics from the Federal University of Pernambuco, and a master’s degree in economics from the Getúlio Vargas Foundation (FGV), São Paulo, Brazil. He participated in the Course for Board Members of the Brazilian Institute of Corporate Governance (IBGC), a Lato Sensu postgraduate degree in Marketing from the Pontifical Catholic University of Rio de Janeiro (PUC-RJ), Rio de Janeiro, Brazil and has an MBA in Executive Training by Fundação Dom Cabral, São Paulo, Brazil.

Gilberto Frussa Independent Member

Graduated in Law from the Universidade de São Paulo (USP). Over 26 years of experience in the legal field. From March/2017 to February/2021, he was Corporate Compliance Director at Itaú Unibanco S.A., being responsible for creating and managing the Compliance Department of Itaú Unibanco Conglomerate, focusing on capturing standards, complying with regulators (especially the Central Bank, CVM and SUSEP), development of policies and governance, analysis of products and incentive models, management of legal, regulatory, socio-environmental and reputational risks, monitoring of the Whistleblower Channel, management of the Code of Ethics, the Ethics Committees and Integrity Program. As Legal Director for Retail Products and Business at Itaú Unibanco S.A., from October 2015 to March 2017, he was responsible for providing legal advice to the Bank’s retail businesses, focusing on the insurance, pension plan and socio-environmental areas. He participated in the Course for Board Members of the Brazilian Institute of Corporate Governance (IBGC). He has been an alternate member since 2018 of the Evaluation and Selection Committee of the Board of Appeals of the National Financial System; he was a member of the Deliberative Council of Fundação Itaú Unibanco Previdência Complementar from May/2017 to February/2021; Chairman of the Legal Affairs Committee from 2012 to 2015 of the Brazilian Association of Financial and Capital Market Entities – ANBIMA.

Ivan Gonçalves Passos Board Member

Mr. Passos is an executive with extensive experience in the insurance sector. He has been an Executive Officer of MDS Corretora de Seguros and Herco Consultoria, a Representative Officer in Brazil of Hannover Rückversicherung AG, as well as Vice President of Industrial Risks and Technical Vice President of Sul América Seguros. He has also been a member of the Technical Council of IRB Brasil RE.

Wilson Luiz Matar Independent Member

Graduated in Civil Engineering from Universidade de São Paulo (USP) and in Business Administration from FEA-USP. With extensive experience in Risk Management, having been responsible for the Corporate Risk, Compliance, Information Security and Business Continuity Plan areas. Technical Director of Risk Management at BRASILPREV from July/2014 to August/2019; Statutory Director of Solvency Risks at Banco Santander from February/2006 to July/2014. Coordinator of the Audit Committee of Fundação PREVCOM – SP since 2020. Member of the Risk Committee of CNSEG from 2014 to 2019; Member of the Sub-Commission of Risks of SUSEP representing Fenaprevi and Brasilprev from 2014 to 2019; Member of the Febraban Risk Committee representing Banco Santander from 2011 to 2014; Chairman of the Fiscal Council of Banesprev (Welfare of Banespa Employees) from 2006 to 2014; Member of the Deliberative Council of Sanprev (Banco Santander Employee Pension Plan) (2006 to 2008 and 2010 to 2011); and Alternate member of the Fiscal Council of CESP representing Banespa from 2003 to 2004.

Click here to read the Risk & Solvency Committee’s Internal Rules.*

Underwriting Policy & Monitoring Large Claims Committee

This Committee analyzes the Domestic Subscription Policy, the Policy on the Acceptance of Risks Abroad and the Retrocession Policy of IRB Brasil RE, in compliance with the guidelines established by the Company’s and Board of Directors.

Underwriting Policy & Monitoring Large Claims Committee Composition:

Name Office
Mauricio Quintella Malta Lessa Chairman- Member of the Board of Directors

Mr. Mauricio Quintella Malta Lessa holds a degree in Law from CENTRO DE UNIVERSITÁRIO CESMAC (1992-1995), with expertise in housing infrastructure, sanitation, transport, ports, civil aviation, mines and energy and major risk management. From 2016 to 2018 he served as Minister of the Ministry of Transport, Ports and Civil Aviation, where he led the structuring of the country’s main infrastructure projects in the area of ​​transport, with relevant work in all modes, coordinating the ministerial teams responsible for financial modeling and of risk mitigation, interacting with the main players in the capital market, including the largest global insurance and reinsurance companies to guarantee predictability and enable the implementation of structuring projects for the country. In addition, he was one of the creators of the Investment Partnership Program (PPI), which is currently the largest concessions, privatization and public-private partnership program in the country.
From 2013 to 2019, he was a Federal Deputy, playing a prominent role in several areas of activity in Parliament: he was party leader, member of the Board of Directors and the main Committees of the House.
Presided over the Inter-Parliamentary Union in the 2015-2016 Biennium; He was the author of more than 500 legislative proposals, influencing the main legislative advances that have occurred over the last two decades in the areas of insurance, capital markets and infrastructure.
From 2019 to 2022, he was Secretary of the Infrastructure Secretariat of the State of Alagoas, where he led the resumption of Alagoas’ main infrastructure projects in the areas of housing and basic sanitation, being the protagonist of one of the biggest success stories of public-private partnerships in the country. Sanitation area in Brazil.
Among his other professional experiences, he was Secretary of State and Municipal in several areas, was a councilor and president of the municipal council of Maceió; He is a federal public servant who has passed a public examination and qualifications examination.
Mr. Mauricio Quintella Malta Lessa does not hold positions in other companies or third sector organizations.

Ivan Gonçalves Passos Chair - Board Member

Mr. Passos is an executive with extensive experience in the insurance sector. He has been an Executive Officer of MDS Corretora de Seguros and Herco Consultoria, a Representative Officer in Brazil of Hannover Rückversicherung AG, as well as Vice President of Industrial Risks and Technical Vice President of Sul América Seguros. He has also been a member of the Technical Council of IRB Brasil RE.

Artur Luiz Souza dos Santos Independent Member

Civil Engineer with specialization in Hydraulic Works and Sanitation from the Federal University of Rio de Janeiro and graduated in Law from the Bandeirante University of São Paulo. Executive with 45 years of work in the Insurance Market in Brazil, having held management positions in several companies in the sector, with a history of coordinating teams from technical and operational areas, and with experience of participating in various committees of the institutional entities of the segment. He holds the position of Vice President of Operations responsible for the technical, claims, IT, HR and Legal areas at Pamcary Seguros since 2011. He was General Director of Industrial Risks and Director of Transport Insurance at Mapfre Seguros Gerais (2005-2011) and Technical Director Pamcary Seguros (1995-2005).

Bruno Camara Soter da Silveira Board Member

Bachelor of Laws from the Pontifical Catholic University of Rio de Janeiro. Founder, Partner of the Mamp;A area and first Managing Partner of Barbosa, Müssnich amp; Aragão- BMA (1995-2009) from 2011 to 2014 he was partner and COO of Lazard Assessoria Financeira, from 2014 to 2016 he was CEO of Libra Participações e Investimentos and since 2016 he is founding partner of Sinchro Partners, a financial advisory boutique specializing in Mamp;A and special situations. He was an independent member of the Board of OEC- Odebrecht Engenharia e Construção (2020 to 2022), Chairman of the Board of Directors of GRU Airport (2021), member of the Board of Directors of Invepar- Investimentos e Participações and Member of the Independent Committee of COSAN Logística ( 2020) and Deputy Director – FGV Direito Rio da Fundação Getúlio Vargas (2003-2005). Mr. Bruno Camara Soter da Silveira does not hold positions in other companies or third sector organizations.

Isaac Szpiz Independent Member

Mechanical Engineer graduated from the National School of Engineering. He worked for 29 years with expertise and regulations: (i) acting in claims regulation and risk inspections processes, exclusively for Insurance Companies and Reinsurers, in more than 5,000 lawsuits related to small, medium and large Risks, of the Elementary Lines (fire, windstorm, flooding, electrical damage), Cargo, Engineering Risks, Named Risks, Operational Risks, Miscellaneous Risks, Civil Liability, Business Interruption and Insurance Guarantee; (ii) preparation of Expert Reports containing the investigation of causes and effects, analysis of coverage, as well as calculation of losses (properties, machines, equipment, inventories of goods/raw materials), values ​​at risk, depreciation and indemnities.

Click here to read the Underwriting Policy & Monitoring Large Claims Committee’s Internal Rules.*

Investments, Capital Structure and Dividend Committee

This Committee analyzes financial transactions, recommends actions to improve financial management and monitors the implementation of these measures, reporting the results to the Board of Directors according to the deadlines established by this collegiate body.

Investments, Capital Structure and Dividend Committee Composition:

Name Office
Wilson Toneto Chair– Board Member

Mr. Wilson Toneto holds a degree in Accounting and Economic Sciences from the Santo André Foundation (SP), an MBA in Business Management from the University of Navarra (Barcelona) and training as Board Member by IBGC (2019). He has more than 35 years of experience in the Insurance and Reinsurance market, working in practically all areas as Director, such as: Administrative, Financial, Technical, Human Resources, Legal, Technology, Auditing, among others. He worked for the MAPFRE Group for 32 years, eventually joining the MAPFRE Global Management Committee. He was Chairman of the Board of Directors of Seguradora Líder DPVAT from 2019 to 2020; CEO and Chairman of Mapfre Brasil from 2011 to 2018. He also held, from 2011 to 2018, the positions of Director and Vice-President of CNSEG, Director of the Spanish Official Chamber of Commerce in Brazil. He joined IRB in March/2020 and served as Vice President of Risks, Compliance and Legal (March/2020 to September/2020) and since then has served as Technical and Operations Vice President, from March/2021 to September/2021, he held the position of CEO of the Company on an interim basis.

Jorge Lauriano Nicolai Sant’anna Board Member

Mr. Sant’anna has with over 35 years of professional experience in business development, corporate transformations, and business unit implementations in several segments, Jorge Lauriano Nicolai Sant’anna served in the financial, capital and insurance markets as Executive Director and President in various companies and banks.
Founder and current Chief Executive Officer of BMG Seguros, an insurance company specialized in the Surety Bond Insurance segment that started operating in 2016, Jorge Sant’Anna is currently Board Member at Núclea Board, ABBC – Brazilian Banks Association -, ABDIB – Brazilian Association of Infrastructure and Basic Industries – and also IRB(Re), in addition to being Founder and Chairman of the Board of Directors of CRT4 – Securities and Assets Registration Center. At Citibank Brasil, reporting directly to New York with coverage of all businesses and functions at the Bank, Jorge Sant’Anna was responsible for coordinating the Management process Expense Matrix, Strategic Sourcing Procurement, Process Reengineering and Organizational Structure Optimization Projects, with special emphasis for coordinating the “Brazil Expense Management Program”. As Executive Director of CETIP S.A. – Balcão Organizado of Assets and Derivatives, he was responsible for the success of the entire restructuring process carried out from 2004. and in 2010, he led the process of CETIP’s demutualization and IPO. At IOB Thomson, he led the restructuring of the company, after its acquisition by the Thomson Group, developing and implementing a new organizational concept both from a marketing and operational point of view. As Executive Director of Agência Estado – OESP, he implemented a new operations strategy, involving the corporate business, commercial, marketing, product development, IT and infrastructure areas. He has a degree in engineering, with several specialization courses at national (FAAP) and international levels (Harvard Business School, London Business School, Cornell University and INSEAD Business School). Jorge Sant’Anna remains permanently updated and socializes his knowledge through of lectures, interviews and several articles frequently published in newspapers and magazines with large circulation.

Marcio Moreira Lima Simas Independent Member

Mechanical Engineer from the Pontifícia Universidade Católica of Rio de Janeiro (PUC/RJ), with courses at the Euro Money Institute of Finance and Securities Training Corporation, in the United States. He held the positions of CEO (Chief Executive Officer), Managing Director and Partner (2010-2019) at Icatu Vanguarda, CIO (Chief Investment Officer) and Senior Portfolio Manager (2009-2010) at Icatu Hartford, Head of the International Bureau and Senior Portfolio Manager of Gap Asset Management (2005-2009) and Head of the International Bureau and Senior Portfolio Manager of Banco Icatu (1995-2005).

Sérgio Odilon dos Santos Independent Member

The Executive has a degree in economics with a Post-Graduation in Derivatives Market from Cornell University NY, with professional experience in State Bodies and was a career employee of the Central Bank, participating since its creation in the Department of Capital Market Regulations (DENOC) later transformed into the then Department of Financial System Regulations, current Department of Financial System Regulation (DENOR); coordinated for 14 years the Central Bank Information Exchange Agreement with the CVM; institutionally represented the Central Bank in several government and market committees; he was a member of the board at BSM, at the Self-Regulation Board at Febraban, at the Board of Certification at Anbima, a compliance consultant and was Chairman of the Regulation Committee at CETIP until the merger with BMF Bovespa.

Click here to read the Investments, Capital Structure and Dividend Committee’s Internal Rules.*

Remuneration, Nomination & D&I Committee

This Committee assists the Board of Directors in creating and conducting the Company’s People Management policies and strategy.

Remuneration, Nomination & D&I Committee Composition:

Name Office
Antônio Cássio dos Santos Chair – Board Member

An economist, he has two MBAs: in Brazil from IBMEC/SP and in the United States from Vanderbilt University/Tennessee, where he also obtained a specialization in Latin American Affairs; He studied Master’s in Psychotherapy at Escola Paulista de Psicodrama; Post Master in Global Business at IESE Madrid; specializations from the London Business School in Business Leadership and Digital Transformation, from the IMD Lausanne in Diversity and Inclusion, from the Cambridge School in Sustainability, and in Applied Quantum Physics Access Bar from Consciousnesses USA. It also concluded the Best Practices Course for the Board of Directors, Audit Committee and IRB Managers’ Responsibility, taught by the Brazilian Institute of Corporate Governance (IBGC). Elected 4 times “Executivo de Valor” as the best CEO in the Sector by Jornal Valor Econômico; and one of the 5 most influential executives in Latin America in the Sector by Insurance Business Review. With more than 40 years of experience in the area, he chaired the National Federation of Life and Pensions at the beginning of the last decade. Among the main positions he has held are: (i) before joining the IRB and in the last 5 previous years he held positions on the Board at various units worldwide at Assicurazioni Generali SpA, where, until March 2020, he held the position of CEO for the Americas and Southern Europe Regions; (ii) He was CEO of Zurich Insurance Group for Latin America, when he also held the position of Chairman for Latin America and Member of the World Advisory Board of the company from 2011 to 2015; (iii) as Executive Chairman, he chaired Grupo Mapfre Brasil Seguros between 2000 and 2011; (iv) worked at Whirlpool in various senior management positions in Brazil and the United States between 1992 and 2000; (v) between 1979 and 1992, he developed his career through several companies in the sector, from the position of “clerk” to reaching the position of CFO at the age of 24. In addition, it is a representative member of Brazil in the Genéve Association, an important entity that brings together relevant personalities from the insurance world and considered the main “think tank” in the sector.

Cibele Castro Independent Member

Graduated in Psychology from Universidade Católica de Santos (1988) and post-graduated in Neuroscience and Behavior from PUC-RS (2020). Completed the Corporate Governance course: Maximize Your Effectiveness in the Boardroom at Wharton School, University of Pennsylvania/Emeritus. Certified by the Brazilian Institute of Corporate Governance as a Board Member with Experience (CCA+), specializing in Corporate Governance in Family Businesses. Certified in Innovation by the Global Innovation Management Institute – GMI. Over 20 years of experience as a C-level executive in multinational companies such as Latam Airlines, AES, GE, and General Motors. Held various positions on Boards and Committees: from 2008 to 2009, served as Board Member at Cia Brasiliana de Energia; from 2009 to 2011, Board Member at AES Communication Rio de Janeiro S.A.; from 2010 to 2012, Board Member at AES Elpa S.A.; from 2018 to 2019, Coordinator of the Compensation and People Committee at Enel Distribuidora de São Paulo; from 2020 to 2021, External Specialist Member of the People, Compensation, and Eligibility Committee at Banco do Brasil S.A.; from 2022 to 2024, Coordinator of the People, Compensation, Succession, and Eligibility Committee at Banco da Amazônia. Currently, since November 2020, External Member of the People, Compensation, and Nomination Committee at IRB Brasil RE; since May 2022, External Specialist Member of the People, Compensation, Governance, and Sustainability Committee at Wiz Soluções Financeiras; since February 2023, Coordinator of the People Committee at Grupo Dislub Equador; since June 2023, External Specialist Member of the People and ESG at Embraer. She is Business Advisor in Corporate Governance for FESA.

Israel Aron Zylberman Board Member

Mr. Israel Aron Zylberman holds a degree in Industrial Metallurgical Engineering from the Engineering School at Mackenzie University (1970), and an MBA from FIA/FEA-USP (2003) with specialization in Corporate Governance from the Brazilian Institute of Corporate Governance (2006 and 2021). He has the title of Certified Board Member from IBGC. Participated in several executive courses at the following institutions: Harvard Business School, MIT Sloan School of Management, Kellog School of Management, Owen Graduate School of Management, Cambridge Judge School of Management, Bentley Center for Business Ethics and EM Lyon Business School. He is currently Executive Director of the Cyrela and SYN Institutes and serves on the support committees for the boards of Cyrela, IGUÁ Saneamento and the Company itself, as well as sits on the boards of directors in MBM-Movimento Bem Maior and Instituto Liberta.

João Carlos Garcia Independent Member

The executive has a degree in Law and held positions at the Caixa Econômica Federal Group as a career executive, becoming Superintendent and Vice-President of the Institution, he was Executive Director of Institutional Relations at Caixa |Seguradora; President of Caixa Crescer (startup); in addition to holding political positions in the Government of SP and was a member of several Committees and Boards of Directors.

Click here to read the Remuneration, Nomination & D&I Committee’s Internal Rules.*

Ethics, Sustainability and Governance Committee

This Committee determines and proposes corporate governance practices at all levels of the Company regarding the relationship between shareholders, Management and stakeholders, aiming at optimizing performance and sustainably expanding the Company’s economic and social value.

Ethics, Sustainability and Governance Committee Composition:

Name Office
Israel Aron Zylberman Coordinator

Mr. Israel Aron Zylberman holds a degree in Industrial Metallurgical Engineering from the Engineering School at Mackenzie University (1970), and an MBA from FIA/FEA-USP (2003) with specialization in Corporate Governance from the Brazilian Institute of Corporate Governance (2006 and 2021). He has the title of Certified Board Member from IBGC. Participated in several executive courses at the following institutions: Harvard Business School, MIT Sloan School of Management, Kellog School of Management, Owen Graduate School of Management, Cambridge Judge School of Management, Bentley Center for Business Ethics and EM Lyon Business School. He is currently Executive Director of the Cyrela and SYN Institutes and serves on the support committees for the boards of Cyrela, IGUÁ Saneamento and the Company itself, as well as sits on the boards of directors in MBM-Movimento Bem Maior and Instituto Liberta.

Antonio Francisco de Lima Neto Board Member

Antonio Francisco de Lima Neto was an Audit Committee member at Grupo Itaú Unibanco from June 2015 to June 2021 and has been an independent member of the Audit Committee of Itaú CorpBanca (Chile) since 2018. He was Banco Fibra’s Chief Executive Officer (2009 to 2013) and held several positions at Banco do Brasil S.A., including Chief Executive Officer (2006 to 2009); Retail and Distribution Vice President (2005 to 2006); International Business and Wholesale Vice President (2004 to 2005); Commercial Director (2001 to 2004); Executive Head of the Commercial Board (2000 to 2001); State Superintendent of Tocantins office (1999 to 2000) and Regional Superintendent of Belo Horizonte office (1997 to 1999). He served as a Board of Directors member of Brasilprev Seguros e Previdência S.A. (2007 to 2009); Board of Directors member of the Brazilian Federation of Banks (FEBRABAN) (2006 to 2009); Board of Directors member of BB Securities Limited (2004 to 2005); Board of Directors member of Brasilsaúde Companhia de Seguros (2003 to 2005); Board of Directors member of Companhia de Seguros Aliança do Brasil (2001 to 2009) and Board of Directors member of BB Previdência – Banco do Brasil Pension Fund (2000 to 2007). He holds a bachelor’s degree in economics from the Federal University of Pernambuco, and a master’s degree in economics from the Getúlio Vargas Foundation (FGV), São Paulo, Brazil. He participated in the Course for Board Members of the Brazilian Institute of Corporate Governance (IBGC), a Lato Sensu postgraduate degree in Marketing from the Pontifical Catholic University of Rio de Janeiro (PUC-RJ), Rio de Janeiro, Brazil and has an MBA in Executive Training by Fundação Dom Cabral, São Paulo, Brazil.

Henrique José Fernandes Luz Board Member

Mr. Henrique José Fernandes Luz had a career of more than 40 years as an independent auditor, partner and member of the executive leadership committee, in Brazil and South America, for 24 years, in a Big 4 firm. With training at the Faculty of Political and Economic Sciences from Rio de Janeiro, he took several postgraduate courses and executive programs at Harvard, Darden, Singularity University, Duke, Universidad de Buenos Aires, University of Ontario, and others. He has extensive experience as an independent member of Boards of Directors, including, currently, Grupo Maringá, Zamp (Burger King), Oi S.A. and Hospital Sírio Libanês. He is Vice President of the Board of the São Paulo Museum of Modern Art and member of the boards of MAM Rio and the Dorina Nowill Foundation for the Blind. He is a full life member of Chair 59 of the Brazilian Academy of Accounting Sciences. Speaker and columnist for Capital Aberto and Plurale magazines.

Ellen Gracie Northfleet Independent Member

She graduated in Law from the Federal University of Rio Grande do Sul-UFRGS, with a postgraduate degree in Social Anthropology from the same university. He was a fellow of the US Government Fulbright Foundation ± Hubert Humphrey Fellowship Program, with academic affiliation to the American University, Washington D.C. School of Public Affairs-Department of Justice, Law & Society, where he studied Complex Organizational Theories in Court Systems and Legal Organizations and Court Management Practices. She held the positions of Public Prosecutor (1973-1989), Judge of the Federal Court of the 4th Region (1989-2000), Minister of the Federal Supreme Court (2000-2011) and Minister of the Superior Electoral Court. He served as President of the Federal Court of the 4th Region (1996-1998), President of the Federal Supreme Court (2006-2008) and President of the National Council of Justice (2006-2008). He serves as a member of the board of directors of several entities, such as: The World Justice Project; International Center for Arbitration for Sports-ICAS; and International Council for Commercial Arbitration-ICCA. He was also a member of the Sanctions Board of the World Bank. In addition, he was a member of and chaired the Independent Investigation Committees created to supervise the internal investigations carried out within the scope of Petrobras and Eletrobrás. He also presided over Vale’s Independent Committee to investigate causes and possible responsibilities in the context of the rupture of Dam I at the Córrego de Feijão mine, in Brumadinho-MG. He is a member of the Technical Council of the National Federation of Trade in Goods, Services and Tourism-CNC, of ​​the Legal Council-CONJUR of the Federation of Industries of the State of São Paulo-FIESP, and is also a member of the Brazilian Arbitration Committee-CBAr. She is currently Vice-President of the Chamber of Conciliation, Mediation and Arbitration of CIESP/FIESP, in addition to acting as a lawyer in private practice and being part of the list of arbitrators of the Chamber of Arbitration of the Market (CAM/B3). At IRB-Brasil RE, she coordinates the Ethics, Sustainability and Governance Committee.

Rafael Mendes Loureiro Independent Member

Mr. Rafael Mendes Loureiro is a lawyer at the international firm Simpson Thacher & Bartlett and works mainly in conducting internal investigations and providing legal advice regarding FCPA (Foreign Corrupt Practices Act), compliance, anti-corruption measures and international trade sanctions. He has experience with high profile clients as well as US and local authorities. Mr. Rafael conducted internal investigations linked to the SEC and DOJ for clients in Brazil, the United States, Argentina, Mexico, Nigeria and South Africa, among them, companies in oil, energy, mining, food, financial and military sectors. Mr. Rafael holds a law degree from the Milton Campos Law School and an LL.M. by Georgetown University Law Center. He has the New York State Bar and is licensed as a foreign legal advisor in Brazil.

Click here to read the Ethics, Sustainability and Governance Committee’s Internal Rules.*

(*) information available in Portuguese only