Administración
- Relaciones con Inversionistas
- Gobierno Corporativo
- Administración
Board of Directors
Collegial deliberation body that supervises and controls the Company's activities, exercising concrete responsibilities in relation to the strategy and direction of the business, and entrusting the ordinary management of the business to the executive bodies.
The Board of Directors will be composed of 9 (nine) effective members, one of whom will be its President, elected and dismissed at any time by the General Assembly, for a unified term of office of 2 (two) years, with a maximum of 3 (three) years allowed. ) ) consecutive reappointments
Internal Regulations of The Board of Directors
Name | Position | Election | End |
---|---|---|---|
Márcio Luiz Simões Utsch (majority shareholder) | Chair of the Board of Directors | 04/29/2024 | ASM 2026 |
José Reinaldo Magalhães (majority shareholder) | Sitting member | 04/29/2024 | ASM 2026 |
Aloísio Macário Ferreira de Souza (preferred shareholders) | Sitting member | 04/29/2024 | ASM 2026 |
Afonso Henriques Moreira Santos (majority shareholder) | Sitting member | 04/29/2024 | ASM 2026 |
Marcus Leonardo Silberman (majority shareholder) | Sitting member | 04/29/2024 | ASM 2026 |
Roger Daniel Versieux (minority shareholders) | Sitting member | 04/29/2024 | ASM 2026 |
José João Abdalla Filho (minority shareholders) | Sitting member | 04/29/2024 | ASM 2026 |
Anderson Rodrigues (employee’s representative) | Sitting member | 04/29/2024 | ASM 2026 |
Ricardo Menin Gaertner (majority shareholder) | Sitting member | 04/29/2024 | ASM 2026 |
Resumes
Márcio Luiz Simões Utsch (majority shareholder, Chair of the Board of Directors)
Bachelor’s degree in Law; MBA in Advanced Management/Finances from INSEAD; Specialist in Management/Retail from COPPEAD/UFRJ.
The main executive positions include Procurement and Operations Superintendent at Mesbla (department store), and Commercial and Distribution Logistics Director at Gradiente Entertainment (electronics and games).
He joined Alpargatas in 1997, where he held the positions of Business Director (from 2003 to January 2019), and CEO, being responsible for leading the transformation of Havaianas into a desired brand sold to over 100 countries with proprietary branches in Europe, Asia, and the Americas.
He was a member of the Board of Directors of HAPVIDA until August 2022.
Current positions
Chair of CEMIG’s Board of Directors since 03/2019
Board member of Grupo SBF – Centauro
Board member of Martins Atacadista (privately held family company)
Advisory Board member of Bauducco
Advisory Board member of Granja Mantiqueira
Consultant to Ana Couto Branding
José Reinaldo Magalhães (majority shareholder, sitting member of the Board of Directors)
Academic Background
MBA in Corporate Finance and Corporate Law – Fundação Getúlio Vargas (FGV)
MBA in Finance – Brazilian Institute of Capital Markets (IBMEC)
Bachelor’s degree in Economics from the Federal University of Minas Gerais (UFMG)
Certifications: Board Member by IBGC and Fiscal Council Member by the Brazilian Institute of Corporate Governance (IBGC)
Professional Experience
BR-Investimentos/Bozano Investimentos 12/2009-09/2015: Investments Resources Managers – Rio de Janeiro (RJ) – Private Equity Investment Fund (FIPs) Managers - Member of the team responsible for the Funds’ investment and divestment decisions
PREVI – Pension Fund for Employees of Banco do Brazil 01/2006-05/2008: Investments Board, responsible for managing PREVI’s investments.
05/1998 - 11/2002: Planning Board/Risk Management – Executive Manager, involved in the Investment Planning, Budget Planning, and Risk Management areas.
Banco do Brasil S.A.: he joined the Bank in 1975 and held several prominent positions. 07/2004 - 12/2005: Branch – New York (NY) – Deputy Manager Abroad 12/2002 - 06/2004: Representation Office – Chicago (IL) – Deputy Manager Abroad
08/1995 - 04/1998 – International Board/Financial Institutions Division – São Paulo (SP) – Division Manager, responsible for the Relationship with Brazilian and International Banks
05/1994-07/1995 – Training Program for Managers Abroad – São Paulo, Austin, TX (USA), and London (UK) – Trainee.
01/1990 - 04/1994 – DIBAN/DETEC – Technical Department – Brasília (DF) Analyst at BB-BI – Investment Bank, and Technical Advisor at DETEC, responsible for the Analysis of Capital Investment Projects and Credit Allocation Decision, Debt Restructuring.
12/1983 - 12/1989 – Minas Gerais State Department – Belo Horizonte (MG) Technical Advisor, member of the coordination team of FUNDEC – Community Development Fund, responsible for the implementation of the Program in Minas Gerais State
Participation in Boards of Directors, Fiscal Councils, and Committees
COSERN – Companhia Energética do Rio Grande do Norte 1998/2000 – Member and Vice-Chair of the Board of Directors
CELPE – Companhia Energética de Pernambuco 2000/2002 – Member of the Board of Directors, Chair of the Board from February to November 2002.
EMBRAER – Empresa Brasileira de Aeronáutica 2006/2009 – Member of the Board of Directors
CPFL Energia 2009/2013 – Chair of the Fiscal Council and Audit Committee
ULTRAPAR –2013/2015 – Sitting Member of the Fiscal Council and Audit Committee
JEREISSATI PARTICIPAÇÕES S.A. 2017/2021 – Member of the Board of Directors
CEMIG – Companhia Energética de Minas Gerais, 04/2019-current – Member of the Board of Directors, Strategy and Finance Committee, and Human Resources Committee
TAESA – 2021/current– Member of the Board of Directors, Finance Committee, and Audit Committee
GASMIG – Companhia de Gás de Minas Gerais 2021/current – Member of the Board of Directors
Other Professional Activities: ABRAPP – Brazilian Association of Private Pension Entities – National Investment Technical Commission 01/2006-05/2008 – Sitting Member representing PREVI. PRI – Principles for Responsible Investments (UNEP-FI) – Geneve, Switzerland - Global UN Program for institutional investors, focused on promoting best practices in responsible investment, addressing environmental, social, and corporate governance matters. 04/2006-06/2008 – Sitting Member, Latin America representative on the Board, Executive Management Group.
Aloísio Macário Ferreira de Souza (minority shareholders, sitting member of the Board of Directors)
Academic Background
Graduate degrees:
– 2004-2005 – MBA in Private Pension – Instituto Ideas /Coppe- UFRJ
– 2002-2003 – MBA in Advanced Modeling and Business Valuation – LLM Business Intelligence – RJ
– 1992 – MBA in Commercial and Investment Banking Management – Citibank (USA)
Undergraduate degrees:
1980-1984 Accounting – UnB
Certifications:
Board Member certified by IBGC
Fiscal Council Member certified by IBGC
Executive Professional Experience
10/2014 – 09/2015 – Vice-President of HR and IT at USIMINAS S. A.
06/1999 – 08/2011 – Executive Manager at PREVI
09/1995 – 05/1999 – Manager of the Asset Analysis and Valuation Division at BB-TVM
Participation in Collegiate Bodies in the last 10 years
Since 01/2022 – VIVEST – Fundação CESP / Member of the Audit Committee
Since 07/2021 – NORTE ENERGIA / Fiscal Council member
05/2021 – 04/2022 – GASMIG /Member of the Board of Directors
Since 04/2021 – BONAIRE Participações S.A. (under extrajudicial liquidation) / Fiscal Council member
12/2019 – 05/2020 – BATTISTELLA Adm. e Part. S.A. / Fiscal Council member
Since 04/2019 – BANCO DO BRASIL S.A. / Fiscal Council member
04/2019 – 04/2020 – BRADESPAR S.A. / Fiscal Council member
08/2018 – 08/2020 – CELESC S.A. / member of the Statutory Audit Committee
04/2018 – 04/2019 – USIMINAS S.A. / Fiscal Council member
04/2017 – 04/2018 – ETERNIT S.A. / Fiscal Council member
04/2016 – 06/2018 – CEMIG S.A. and subsidiaries CEMIG D and CEMIG GT
Board of Directors – alternate and member of the HR, Appointment, and Nomination Committee
04/2016 – 04/2017 – ELETROBRAS S.A. / Fiscal Council member / Member of the Audit Committee
04/2014 – 04/2015 – CELESC / Fiscal Council member
04/2012 – 04/2016 – IBGC – Brazilian Institute of Corporate Governance – Chapter RJ
03/2011 – 03/2017 – GUARANI S.A. (currently TEREOS BRASIL S.A.) Fiscal Council member
04/2010 – 04/2014 – USIMINAS S.A. / Board Member and member of the HR and Audit Committees
Furthermore, in previous years, he served on the boards of directors and committees of the following companies in the sector:
05/2004 – 04/2006 – Rio Grande Energia – RGE / Board member
09/2003 – 09/2005 – Cia. Hidrelétrica Serra da Mesa – SEMESA / Board member
04/2003 – 04/2005 – ENERCAN / Board member
04/2003 – 04/2006 – CPFL Energia, CPFL Geração, CPFL Paulista, and CPFL Piratininga
Sitting Board Member and Member of the Corporate Governance Committee
11/2001 – 04/2002 – CPFL Piratininga S.A / Fiscal Council member
04/2000 – 04/2001 – CELPE S. A. / Alternate Board Member
04/2000 – 04/2001 – COSERN S.A. / Alternate Board Member
Afonso Henriques Moreira Santos (majority shareholder, sitting member of the Board of Directors)
BACKGROUND:
Associate Professorship in Energy from the Institute of Energy and Environment of the University of São Paulo – 2013.
PhD: Centre International de la Recherche sur l’Environnement et le Dévellopement (CIRED) – Paris/France -1991, having developed a work in the area of energy sector restructuring and risk modeling.
Ph.D. in Electrical Engineering: State University of Campinas- UNICAMP, in the field of Energy Systems Planning – 1987
Master’s degree in Electrical Engineering: Federal School of Engineering of Itajubá -1981
Bachelor’s degree in Electrical Engineering: Federal School of Engineering of Itajubá - EFEI, 1978.
PROFESSIONAL ACTIVITIES:
Professor at EFEI/UNIFEI from 1980 to 2016 (tenured professor since 1989), working in the areas of energy (mainly renewable energy and efficiency energy) and natural resources (mainly water resources)
General Director and Technical Director at DME Energética, from 2007 to 2009.
Partner and Technical Coordinator of Ecopart Investimentos S/A, a company focused on developing and investing in renewable energies, from 2007 to 2010.
National Secretary of Energy at the Ministry of Mines and Energy- MME, from 2001 to 2002, during the energy rationing period.
Director of the National Electricity Agency - ANEEL, from 1997 to 2000
Consultant at the Energy Secretariat of the State of São Paulo (contract with CESP), from 1995 to 97, for the restructuring of the electricity and natural gas sectors.
Consultant at the Foundation for Research and Advisory to the Industry - FUPAI, since 1983
Managing Partner at MS Consultoria Ltda., a consulting company in the energy sector, from 2003 to 2019
Managing Partner at iX Estudos e Projetos Ltda., from 2006 to 2019
Partner at Brazil GTW Ltda., from 2015 to 2019.
PARTICIPATION IN:
Business Councils:
Furnas Centrais Elétricas SA (2001/02);
Serra do Facão Hydroelectric Power Plant, SPE (2007/09);
Machadinho Hydroelectric Power Plant, SPE (2007/09);
Salto Pilão Hydroelectric Power Plant, SPE (2007/09);
Barra Grande Hydroelectric Power Plant, SPE (2007/09);
TAESA, SPE (2007/2009);
Light S.A. (2019); (Coordinator of the Operations and Finances Committee of the AC);
Companhia Energética de Minas Gerais S.A. (GT, Holding Company, and D) (since July 2020).
Institutional Councils:
Executive Secretary of the National Energy Policy Council - CNPE (2001/02);
Member of the National Water Resources Council - CNRH (2000/01).
Executive Boards/Boards of Associations:
President of the Brazilian Society of Energy Planning - SBPE;
Director of the Brazilian Association of Water Resources - ABRH;
Board Member of the Institute for Energy Law Studies - IBDE.
Marcus Leonardo Silberman (majority shareholder, sitting member of the Board of Directors)
Professional Experience
BR Malls – Board of Directors since May 2022
Cemig – Board of Directors since February 2022
Codemge – Board of Directors since March 2021
Itiquira Acquisition Corp – Chief Financial Officer since February 2021
CH Global Capital – Partner since April 2019
Bank of America
Managing Director, Co-Head Latin America M&A September 2014-March 2019
Credit Suisse
Managing Director, Co-Head Emerging Markets M&A January 2011-September 2014
Managing Director, Head of Latin America M&A January 2006 December 2010
Director, Vice President, Associate, M&A Group
January, 1998 - December, 2020
More than 25 years of experience in M&A
Concluded over 50 transactions, totaling more than UD$140 billion
Academic Background
Ph.D. in Finances – Marshall School of Business, USC
M.Sc. in Production Engineering – PUC- RJ
B.Sc. in Production Engineering – UFRJ
Roger Daniel Versieux (minority shareholders, sitting member of the Board of Directors)
Professional Experience
Lawyer for 21 years, working with litigation and consulting in corporate and public law, in the fields of administrative, environmental, tax, and criminal law, mainly in the mining sector, infrastructure, and unions;
Legal Advisor (civil servant) for Empresa de Assistência Técnica e Extensão Rural de Minas Gerais – EMATER-MG. (2005 to 2008), acting in the field of Public Law, with emphasis on bidding processes, people management in the administrative staff, public contracts, and legal support to the state-owned company’s executive board;
Board Member of CEMIG, since May 2022;
Senior Lawyer at Vale S/A (2013);
Appointed lawyer, since 2010, for economically disadvantaged individuals before the Federal Regional Court of the 3rd Region;
Tenured professor at the Federal University of Mato Grosso do Sul. Responsible Professor of the Legal Practice Center of UFMS. (2010 to 2011);
Postgraduate Course Professor at the Center for International Law – Cedin, Belo Horizonte. (2016 and 2020).
Academic Background
Bachelor’s degree in Law from the Federal University of Minas Gerais – 2000
Ph.D. in Public Law from Anamages – National Association of State Judges/Newcorp – Newton Paiva University – 2004.
José João Abdalla Filho (preferred shareholders, sitting member of the Board of Directors)
Bachelor’s degree in Economics from Mackenzie Presbyterian University.
CURRENT POSITIONS
Chief Executive Officer do Banco Clássico S.A. and controlling shareholder, since 1989, which is a controlling shareholder of several investment vehicles;
Sitting member of the Board of Directors of Companhia Energética de Minas Gerais – CEMIG since 2019 (alternate from 2015 to 2019);
Sitting member of the Board of Directors of Petrobras since 2022
Sitting member of the Board of Directors of TAESA since 2019;
Alternate member of the Board of Directors of Companhia Distribuidora de Gás do Rio de Janeiro – CEG, since 2015.
José João Abdalla, also known as “Juca Abdalla”, through his investment vehicles, is one of the largest long-term individual investors of B3, at values above R$20 billion, with a focus on the Oil and Gas, Energy, and Mining segments, and whose positions have been held for over 10 years.
Despite having been an alternate member for a period, both in Cemig and CEG, alternate members attend the Board of Directors’ meetings, which has provided him with significant background in the Energy and Oil & Gas segments. His actions have always been guided by respect for the interests of all stakeholders, especially in state-owned companies.
Anderson Rodrigues (employee’s representative, sitting member of the Board of Directors)
PROFESSIONAL BACKGROUND
CEMIG: employee of Cemig since 1990, working as a reader, lines and network electrician, instructor (from 1997 to the present), and Manager of the R&D project
CEMIG: Board Member – employees’ representative
UNIFEMM 2012-2013 – Ph.D. in Occupational Safety Engineering and Professor
UNIFEMM 2021 and 2022: Member of the Board of Trustees – CREA representative
UNA- 2016 – Professor of Postgraduate Studies in Occupational Safety Engineering
PITÁGORAS – 2016/2017 – Professor of Postgraduate Studies in Occupational Safety Engineering
FUMEC BH- 2021 – Professor of Postgraduate Studies in Occupational Safety Engineering
Academic Background
Undergraduate degree: Electrical Engineering with Emphasis on Power Systems – Pontifical Catholic University of Minas Gerais – PUC/MG
Graduate degree: Occupational Safety Engineering – University FUMEC
Masters’ degree: Professional master’s degree in Administration – Innovation and Organizational Dynamics - University Center – UNA
Ph.D. candidate: Information Systems and Knowledge Management – University FUMEC
Ricardo Menin Gaertner (majority shareholder, sitting member of the Board of Directors)
ACADEMIC BACKGROUND
Course on Corporate Governance – IBGC – 2019
Negotiation Program - Harvard Law School – 2019
Ph.D. in Tax Law - University Extension Center -2001
Bachelor’s degree in Law - Law School of the University of São Paulo – 1998
PROFESSIONAL SUMMARY
Lawyer with proven experience in leading large-scale M&A projects, capital market transactions, and the creation of compliance and corporate governance programs.
SKILLS
Board of Directors.
Advisory Committees.
Executive Board.
Corporate Governance.
Compliance and Risk.
M&A - buy-side and sell-side.
Tax law, banking, and capital markets.
Litigation.
Financial statements.
PROFESSIONAL BACKGROUND
04/2022 - current – CEMIG – Member of the Board of Directors
06/2019 - current – Partner at Barbosa e Gaertner Advogados Associados- São Paulo, SP
Generalist lawyer with a focus on compliance, corporate law (corporate, tax, contracts, banking, and capital markets), M&A, and litigation (administrative, judicial, and arbitration).
Experience in creating and periodically reviewing compliance programs and preparing risk matrices.
Familiar with corporate governance practices and internal investigations.
Various M&A transactions, sell-side and buy-side.
Engagement in corporate law, tax law, and compliance for major Brazilian retailers.
11/2019- current – Senior Consultant - FIPECAFI- São Paulo, SP
Tariff revision processes of utility companies.
Economic-financial rebalancing processes of public service tariffs.
Auditing of concession contracts.
Legal-regulatory modeling of public service privatization processes.
Creation of risk matrix and assessment of maturity of compliance and GDPR programs.
08/2017- 12/2018 – Chair of the Board of Directors of J&F Investments S.A. – São Paulo - SP
08/2017 – 11/2017 – CEO of J&F Investments S.A. – São Paulo - SP
03/2014- 10/2018 – Legal Officer at J&F Investimentos S.A. – São Paulo, SP
06/2012 – 03/2014- Legal Superintendent at Banco Original- São Paulo
Advisory Committees of the Board of Directors
Composition from 10.05.2024
Human Resources Committee
José Reinaldo Magalhães (coordinador)
Roger Daniel Versieux
Ricardo Menin Gaertner
Divestment, Investment and Finance Committee
Marcus Leonardo Silberman
Aloísio Macário Ferreira de Souza
José Reinaldo Magalhães
Risk Committee
Ricardo Menin Gaertner (coordinador)
Anderson Rodrigues
Afonso Henriques Moreira Santos
Roger Daniel Versieux
Innovation and Energy Transition Committee
Afonso Henriques Moreira Santos (coordinador)
Anderson Rodrigues
Aloísio Macário Ferreira de Souza
Marcus Leonardo Silberman
Executive Board
Decision-making body that oversees and controls the Company’s activities, with concrete responsibilities regarding the business strategy and direction, and entrusting the regular management of business to executive bodies.
Name | Position | Election | End |
---|---|---|---|
Reynaldo Passanezi Filho | Chief Executive Officer | 05/02/2022 | BoD Meeting 2026 |
Dimas Costa | Vice President of Trading | 05/02/2022 | BoD Meeting 2026 |
Andrea Marques de Almeida | Vice President of Finance and Investor Relations | 02/12/2024 | BoD Meeting 2026 |
Marco da Camino Ancona Lopez Soligo | Vice President of Equity Holdings and Vice President of Generation and Transmission (cumulatively) | 05/02/2022 | BoD Meeting 2026 |
Marney Tadeu Antunes | Vice President of Distribution | 05/02/2022 | BoD Meeting 2026 |
Cristiana Maria Fortini Pinto e Silva | Vice President of Legal Affairs | 08/03/2023 | BoD Meeting 2026 |
Resumes
Reynaldo Passanezi Filho (CEO)
He has a graduate degree and a Ph.D. in Economics from the University of São Paulo (USP), a master’s degree in Economics from the University of Campinas (UNICAMP), an undergraduate degree in Law from the Pontifical Catholic University of São Paulo (PUC-SP), in addition to a specialization degree in Management, Leadership and Innovation from Stanford University (USA). He has a solid career in executive positions in the electricity sector (CEO of ISA CTEEP), in the financial sector (Country Manager and Managing Director of C&IB at BBVA Brasil), with experiences in the public sector, notably in privatization programs (Advisor to the Board of Directors of the State Privatization Program of the São Paulo State Government). He also has extensive experience in corporate restructuring, and mergers and acquisitions, with deep knowledge of infrastructure and Latin America.
Dimas Costa (Commercialization Director)
He graduated in Electric Engineering from PUC Minas in 1978. Between 1978 and 1980, he held the position of Engineer at the Department of Water and Energy of Minas Gerais; from 1980 to 1985, he was Head of Division in the Department of Water and Energy of Minas Gerais. At CEMIG, he was an Engineer on the Distribution Board (1985 to 1987); Department Assistant in the Superintendence of the Energy Planning and Development Department (1987 to 1995); Manager of the Energy Development Department (1995 to 1998); Commercial Manager for Corporate Customers (1998 to 2007); Superintendent of the Commercial Superintendence for Customers (2007 to 2010); Superintendent of the Commercial Superintendence for Incentivized Clients (2011 to 2013). Between August 2013 and December 2016, he was a Managing Partner at Ponta Energia Consultores Associados Ltda.
Andrea Marques de Almeida (Chief Finance and Investor Relations Officer)
Production Engineer from UFRJ, with an MBA in Finance from IBMEC/RJ and an MBA in Management from USP, as well as specializations in Administration from Wharton Executive Education and the Massachusetts Institute of Technology. She has an extensive and distinguished career as a Finance Executive, having served as Vice President of Finance and Strategy at Santander Brasil from October 2021 to December 2023. Prior to that, she was Executive Director of Finance and Investor Relations at Petrobras from May 2019 to April 2021. Her career also includes various leadership positions in finance and risk at Vale S.A., where she worked from 1994 to 2019
Marco da Camino Ancona Lopez Soligo (Director at CemigPar and Vice President of Generation and Transmission (cumulatively))
He graduated in Economics from FEA/USP, earned an MBA in Administration from the Catholic University of Louvain (Belgium), and a specialization degree in Corporate Law from FGV/GVlaw. He worked for six years at CPFL Energia and was a Director of Risk Management and Internal Controls, Secretary of the Board of Directors and AC Committees, and Corporate Governance Manager. He participated in the acquisition of PSEG’s stake in the distributor Rio Grande Energia. Later, he was its CFO, responsible, among others, for the company’s integration with CPFL Energia. He was Corporate Director at GLEP Energias Renováveis. From 2019 to 2022, he was the CEO of CEEE Participações and its subsidiary, CEEE Geração. Since May 02, 2022, he has been the Director of Holdings at Cemig Holding.
Marney Tadeu Antunes (Director at Cemig Distribuição)
He graduated in Electrical Engineering from the School of Engineering of Sorocaba and holds specialization and graduate degrees in Management, Strategy, Project Management, Marginal Costs, and Energy Pricing. He has 34 years of experience in the Brazilian Electricity Sector and most recently he held the positions of General Director at Distribuidora EDP – SP (2015 to 2020) and Commercial Director at the Distribution Companies of Grupo CPFL Energia (2011 to 2015).
Cristiana Maria Fortini Pinto e Silva (Regulation and Legal Officer)
She earned a bachelor’s degree in Law from the Federal University of Minas Gerais (1995) and a Ph.D. in Law from the Federal University of Minas Gerais (2003). Professor in the Masters, Doctorate, and Undergraduate Programs of the Law School of UFMG. Professor at Faculdade Milton Campos. Visiting Scholar at the George Washington University. Visiting Professor at the University of Pisa. President of the Brazilian Institute of Administrative Law (IBDA). She is currently a representative of MG at the Brazilian Institute of Sanctioning Law (IDASAN) and a Director of the Brazilian Institute of Infrastructure Studies (IBEJI) in Minas Gerais. Member of the panel of arbitrators/mediators - Panel of Mediators and Arbitrators of the Brazilian Center for Economic Disputes. Editor-in-chief of Rbep, Brazilian Journal of Political Studies at the Federal University of Minas Gerais. Columnist for Conjur. She was President of the Public-Private Partnerships Committee of OAB/MG (Bar Association of MG). She was President of the Administrative Law Committee of OAB/MG. She was President of the Minas Gerais Institute of Administrative Law (IMDA) and a Director of the Brazilian Institute of Administrative Law (IBDA). She was a Deputy Attorney General of Belo Horizonte. She was Controller General of Belo Horizonte.
Audit Board
According to the Brazilian Corporation Law, the Audit Board is a corporate body independent of management and external auditors. The main responsibilities of the Audit Board consist of overseeing management's activities, reviewing the company's financial statements and reporting its conclusions to shareholders.
The Company's Audit Board will operate on a permanent basis and will be composed of 5 (five) effective members and their respective alternates, who will be elected for a term of office of 2 (two) years, at the time of the General Meeting, with 2 (two) consecutive reappointments permitted.
Internal Regulations of The Audit Board
Name | Position | Election | End |
---|---|---|---|
Carlos Roberto de Albuquerque Sá (majority shareholder) | Sitting member | 29/04/2024 | ASM 2026 |
Lucas de Vasconcelos Gonzalez (majority shareholder) | Sitting member | 29/04/2024 | ASM 2026 |
Pedro Bruno Barros de Souza (majority shareholder) | Sitting member | 29/04/2024 | ASM 2026 |
Michele da Silva Gonsales Torres (preferred shareholders) | Sitting member | 29/04/2024 | ASM 2026 |
João Vicente Silva Machado (minority shareholders) | Sitting member | 29/04/2024 | ASM 2026 |
Carlos Alberto Arruda de Oliveira (majority shareholder) | Alternate Member | 29/04/2024 | ASM 2026 |
Luiz Fernando Medeiros Moreira (majority shareholder) | Alternate Member | 29/04/2024 | ASM 2026 |
Rodrigo Rodrigues Tavares (majority shareholder) | Alternate Member | 29/04/2024 | ASM 2026 |
Paulo Roberto Bellentani Brandão (preferred shareholders) | Alternate Member | 29/04/2024 | ASM 2026 |
Ricardo José Martins Gimenez (minority shareholders) | Alternate Member | 29/04/2024 | ASM 2026 |
Resumes
Carlos Roberto de Albuquerque Sá (majority, sitting member)
Board Member and President of CoAud at Caixa Econômica Federal from June 2020 to January 2023. Food Industry Main Fiscal Advisor of Marfrig Global Foods from April 2016 to 03/19. Coordinator of the Audit Committee of M.Dias Branco S.A. from 2018 until 11/09/2021. Coordinator of the Audit Committee of Camil Alimentos S.A. Varejo Coordinator of the Audit Committee of Lojas Marisa from April 2011 until 04/21. Member of the Mobly S.A. Audit Committee from 2021 until April/23. Energia Substitute Fiscal Councilor at CEMIG - BH from April 2018 until 04/22. Health Insurance Tax Advisor at Hapvida from 04/22 to 04/23. Coordinator of the Audit Committee of Camil Alimentos S.A since April 2018 until now. Advisory Advisor at Agrofoods/Polifrigor since 2021. Member of the Audit Committee of Caixa Seguridade (SX6) from September 2022 until December 23. Board Member and Coordinator of the Audit Committee at Metrô de SP since April/23
Lucas de Vasconcelos Gonzalez (majority, sitting member)
Operational Supervisor at Grupo Transpes Betim February 2011 - July 2013. We expanded our scope of service by starting in new branches of the logistics segment in addition to expanding service to other regions of Brazil. Operational Director - COO at Grupo Transpes Betim August 2013 - March 2018. I worked directly in the management of more than 01 thousand employees and different logistics projects throughout Brazil such as Vale's Belo Monte S11D Hydroelectric Plant in Canaã, Carajás, Pecem Steel Complex, among others . In addition, together with other executives, he contributed to the Group being awarded for three consecutive years as one of the best companies in Brazil to work for by VOCE SA (2014/15/16). Federal Deputy at the National Congress Brasília February 2019 - January 2023. Elected in 2018 as one of the youngest federal deputies in Brazil (29 years old) for Minas Gerais for the NOVO party. In the Chamber of Deputies (2019 - 2023) I worked on infrastructure, labor market, budget and economic freedom with a visible liberal bias. Elected for 4 years in office as one of the best federal deputies in Brazil by the Ranking of Politicians. Advisory Advisor at Grupo Transpes Betim February 2020 - Present. As a member of the third generation of the family, my mission is to generate innovation, be aware of market changes and also preserve the business culture. To this end, I act as an Advisory Advisor without registration with the TRADE BOARD of the Transpes Group.
Pedro Bruno Barros de Souza (majority, sitting member)
Government of the State of Minas Gerais - Secretary of Infrastructure Mobility and Partnerships (Feb/2023 - current). Responsible for planning, directing, executing, regulating and evaluating sectoral actions under the responsibility of the State of Minas Gerais relating to: (i) road transport infrastructure air and water rail; (ii) passenger and cargo transport terminals; (iii) the transport operational structure; (iv) concessions and other public-private partnerships; (v) support for other bodies and entities of the state public administration in planning, monitoring the execution, control and evaluation of concession contracts and other partnerships; (vi) planning and monitoring the execution of public works on state buildings (vii) supporting and promoting the development of municipal infrastructure. BNDES - Superintendent of Partnerships in Social Infrastructure and Environmental Services (Apr/2022 to Feb/2023). Responsible for a portfolio of 120 projects (24 with auctions held in the last two years) and mobilized capital of around R$140 billion. The client portfolio is made up of 10 Ministries, 20 States and 17 municipalities (ref.: Dec/22). The focus of the work is on structuring projects associated with social infrastructure (sanitation, solid waste, health, education and public safety) and environmental services (concessions for forests, carbon parks and payment for environmental services). Leads the teams responsible for developing privatization concessions and PPP projects from the conception of the studies to the bidding auction. BNDES - Superintendent of Government and Relations. Institutional (Aug/2019 to Apr/2022). Responsible for creating the unit within the BNDES repositioning strategy to strengthen relationships with public sector clients at the federal, state and municipal levels and assist them in conducting their respective privatization programs. He coordinated the prospecting teams for partnership structuring projects, achieving 1000% growth (20 to 200 projects with mobilized capital of R$470 billion) having been recognized in 2021 as the largest global structor of partnership projects. Also responsible for coordinating the BNDES relationship with the National Congress. Presidency of the Republic - Investment Partnership Program - PPI - Secretary for Energy Coordination, Mining and Airports Secretary for Public Policy Coordination Program Director (2016- 2019). Coordination within the Federal Government of partnership projects in the energy, oil, gas, mining and airport sectors. Among the main deliveries, we highlight the auction of the 4th and 5th rounds of airport concessions (17 airports), the auction of energy transmission and oil and gas exploration blocks, as well as the resumption of the rights concession process minerals after 40 years. Also responsible for promoting PPI projects with investors, having coordinated international missions in 14 countries
Michele da Silva Gonsales Torres (preferred, sitting member)
ALFM Advogados Partner – current. Responsible for the Contracts and Compliance Area of the office. Preparation and analysis of contracts and agreements relating to business activity in general involving the office's areas of activity. Legal strategic planning for business structuring. BAD. Legal consultancy covering implementation of anti-corruption policies; implementation and/or review of Compliance Programs; risk assessment and management; communication and training; preparation and/or review of Code of Conduct, policies and internal controls; assistance in internal investigations; assistance in implementing hot lines; assistance in carrying out third-party due diligence and due diligence of corporate transactions. Office administrator since 2015. Compacta Central de Restauração e Revestimentos Ltda R&R; Engenheiros Associados Ltda- 08/2008- 01/2018 Business group active in several areas, including: civil construction of shopping malls hospitals industrial warehouses hotels construction of properties for the public and private sector; structuring real estate operations. Legal Department Manager. Responsible for the Legal Management of the company's operations, reporting directly to partners and clients; Preparation of a Code of Conduct and implementation of a Compliance Program in the company; Member of the company's Ethics Committee; Responsible for ensuring the functioning of the internal and external audit areas. Monitoring and managing company risks; Legal guidance to other departments of the company to optimize operations and business, certifying that the company conducts its business in compliance with laws, regulations and standards with a view to safeguarding rights and duties; Effective action in strategic matters with a long-term vision, analysis of new businesses, protection of the company's business as well as protection of the partners' assets. Contractual and corporate business law; analysis, drafting and interpreting contracts; Preparation of corporate acts; Management of outsourced offices; control of contingencies with a view to reducing liabilities; Structuring operations involving Equity Investment Funds; structuring operations involving real estate projects; Legal strategic planning for business structuring; such as acquisition of rights over iron ore deposits, hydroelectric plants, acquisition of infrastructure assets for the transportation and distribution of natural gas; Monitoring third-party Due Diligence and M&A. São Paulo City Hall -01/2008 - 07/2008 Lawyer Analysis and preparation of administrative service provision contracts; concession; permission; authorization; different terms. Tender analysis and monitoring. Analysis and preparation of notices; Analysis and monitoring of administrative processes; Analysis and monitoring of legal proceedings in which the Public Treasury of the Municipality of São Paulo is a party; Doctrinal and jurisprudential research; Guidance and monitoring of the activities of legal interns; Preparation of opinions involving the following branches of Law: Constitutional Administrative and Civil. Morais Donnangelo Toshiyuki Advogados Associados -09/2004 01/2008 Intern/Lawyer Preparation of petitions, pleadings and appeals in the civil area; Analysis and drafting of contracts; Preparation of opinions in the civil area; Monitoring of trials; Monitoring of processes in forums and on the Internet; Doctrinal and jurisprudential research; Registration of processes and procedural progress in the internal control system. Nagado Advogados Associados -02/2003 08/2004 Intern
João Vicente Silva Machado (minority, sitting member)
Petróleo Brasileiro S.A. - Petrobrás Function: Fiscal Advisor - April 2023 to date. CEMIG - Cia Energética de Minas Gerais Function: Tax Advisor - April/2022 to date. Eternit S.A. - In Judicial Recovery Function: Tax Advisor - April/2020 to April/2022. Tecnisa S.A. Function: Deputy Fiscal Councilor - April/2019 to March/2020 Eco Solar Bank Ltda. CEO - August/2021 to date. Court of Justice of the State of Santa Catarina Office of Judge of the Fourth Chamber of Public Law. Function: Legal advisor - Period: February/2017 to July/2020. Court of Justice of the State of Santa Catarina Office of Judge of the First Chamber of Commercial Law Position: Cabinet Officer - Period: November/2015 to February/2017. Court of Justice of the State of Santa Catarina Office of Judge of the Third Chamber of Public Law Position: Legal Secretary - Period: February/2014 to November/2015. Court of Justice of the State of Santa Catarina General Inspectorate of Justice Position: Correctional advisor - Period: March/2012 to February/2014. Court of Justice of the State of Santa Catarina Office of Judge of the First Chamber of Public Law Position: Legal advisor - Period: November/2007 to February/2012.
Carlos Alberto Arruda de Oliveira (majority, alternate member)
FAPEMIG - Minas Gerais Brazil Support Foundation. Industry of activity: Promotion of science, technology and innovation. 2023 President; CFEG - Cambridge Family Enterprise Group Brazil. Industry of activity: consulting on succession governance of family businesses. 2021 - 2023 Associate Consultant; Dom Cabral Brasil Foundation. Industry of activity: executive education. 2022 Associate Professor of Innovation and Competitiveness; 2001 - 2021 Professor of Innovation and Competitiveness; 2004 - 2021 Executive Director of the Innovation and Entrepreneurship Center; 2018 - 2023 Director of PGA FDC & INSEAD; 2012 - 2015; Deputy Director of Partnerships; 2009 - 2013 Executive Director of the International Council; 2001 - 2008 Director of Research and Development and international relations; 1996 - 1998 Director of the MBA Program; 1994 - 1998 Professor of Internationalization and Competitiveness International Trade Center UNCTAD & WTO Switzerland. Sector of activity: International agency dedicated to the development of international trade in less developed countries 1998 - 2001 Senior Training Officer; Australia Graduate School of Management UNSW Australia. Sector of activity: higher education 1993 - 1993 Visiting Professor; ENGECOL Ltda Brazil. Industry of activity: accounting and financial consultancy for small and medium-sized companies 1983 - 1988 Founding partner and executive director; Paulo Abib Engenharia / VALE Brasil. Industry of activity: engineering projects for the mining sector 1980 - 1983 Project Engineer.
Luiz Fernando Medeiros Moreira (majority, alternate member)
CEMIG CEMIG Distribuição S.A. and CEMIG GT. Tax Advisor - Dec23 - Current. Minas Gerais Gas Company - GASMIG Distributor and Trader of Fuel Gas or by-products and obligations Fiscal Councilor - Jun23- Current. Current CEMIG CEMIG Distribuição S.A. and CEMIG GT Deputy Director of Compliance Corporate Risks and Internal Controls - Oct19 to Jun23 Reporting directly President: Responsible for Compliance activities Risk Management Internal Controls Privacy (LGPD) and Ombudsman. STOLA DO BRASIL LTDA - CURRENT 1/4 Multinational company in the automotive sector operating in the production of automotive bodies, parts and components. General Director (CEO) - Dec18 to Sep19 Reporting directly to the CEO Global Metec SpA (Holding) and the Board of Shareholders: Responsible for all company activity including industrial activity. Financial Administrative Director - Apr16 to Nov18: Reporting directly to the General Director Brazil and the CEO Global Metec SpA (Holding) to the Regional CFO and the local CEO and indirectly to the CFO Wordwide and CEO Latam with a group of 30 professionals with 5 Managers: Responsible for all financial activity including Accounting Treasury Internal Audit Internal Controls. Main projects at STOLA: Governance of Internal Controls with direct impact on proposing and executing action plans to mitigate audit points relevant to compliance with internal and external audit Coordination in the review of the ³Industrial Plan - to increase productivity and reduce costs Administrative restructuring and policy adaptation of personnel with review of positions and salaries and implementation of annual individual and corporate objectives plan Renegotiation of bank and tax debt with cash flow adjustment Restructuring and adaptation of the company to market and economic realities resulting in the recovery of results Implementation of internal controls and general compliance program tax accounting human resources and Code of Ethics Implementation of WCM - World Class Manufacturing activities. FIAT GROUP - From 05/05/1985 to 04/25/2016 Multinational in the automotive sector producing automobiles, engines, transmissions and components belonging to the Fiat Chrysler Group. CFO Pernambuco FCA Group Project (FIAT/JEEP) - on 04/25/2016 Reporting directly to the World Vice President of Manufacturing of the FCA Group and President of the Pernambuco FCA Group Project. Responsável por todas as atividades e organização da área Financeira envolvida Controle de investimentos Financiamento Controladoria industrial Controladoria comercial Controladoria Supply Chain Tesouraria Contábil e Fiscal sendo mantidas como responsabilidades de Controladoria Industrial e Comercial para América Latina do Grupo FCA. Diretoria Controladoria - desde 09/2008 Reportando diretamente ao CFO Regional e ao Industrial Controller Worldwide com um grupo de 159 profissionais sendo 12 Gerentes e 28 Supervisores como reporte direto e mais 26 profissionais sendo 3 Gerentes como reporte indireto em unidades no Brasil Venezuela e Argentina. Faturamento líquido anual em 2013 da Fiat Chrysler Latam foi na ordem de €10 bilhões e o da Fiat Automóveis S/A na ordem de R$10 bilhões: Responsável pelas áreas de Controladoria Industrial Comercial Compras Custos Desenvolvimento de Produtos e FP&A Como CFO Latam Adjunto é responsável pela atividade de suporte a outras áreas de Finanças como Tesouraria e CAO (Chief Accounting Officer). Principais Projetos: Coordenação de processos de reestruturação da área Financeira Coordenação de projeto de capacitação de colaboradores envolvidos treinamento de 100% da equipe e job rotation dentro e fora da área Participação na equipe de negociação e consolidação do projeto de implementação de nova fábrica em Pernambuco. Negociação com Governo Estadual BNDES Banco do Nordeste do Brasil.
Rodrigo Rodrigues Tavares (majority, alternate member)
From August 2022 to the present moment General Director of the Department of Highways of Minas Gerais - DER/MG; Between September 2021 and July 2022 special assistance from the General Directorate of the Minas Gerais Highway Department - DER/MG; Lawyer having worked in electoral and administrative civil cases for private companies and the public sector. Advisor to the Presidency of CPRM - Brazilian Geological Service from November 2017 to June 2019. Responsible for the relationship between the president of the company and the regional superintendents of the bodies and for preparing reports with the activities that are being applied in the regions. Monitoring Executive Board meetings and responsible for seeking partnerships with public and private sector companies that can strengthen the public Company. Manager of Institutional Relations and Development of the CPRM - Brazilian Geological Service from April 2016 to May 28, 2017. Responsible for technical support services for the final departments of the CPRM, coordinating the areas of editing cartography georeferencing IT the regional library of Belo Horizonte the Laboratory of Mineral Analysis - LAMIN BH and the Regional Litoteca and all activities of the company's branch in Caeté. During his administration, he was responsible for the implementation and inauguration of LAMIN -Caeté. He was legal coordinator of land regularization and management at Alta Engenharia, a consultancy engineering company in the infrastructure sector. The company provides project preparation services, georeferencing, supervision and management of works, environmental consultancy and expropriation support for public and private clients throughout Brazil; August 2014 to April 2016. Founder and Director of Áurea Prates Confecções - a company in the fashion and clothing sector that has customers in all regions of the country; Interned for eight months from January to October 2009 at Lider Consultoria Jurídica in the tax area, helping clients to join REFIS; He interned for four months from August to November 2008 at Adservis where he collaborated in the labor litigation sector; He interned for ten months in 2004 and 2005 at CONSOL - Consultores Engenheiros in the sector of infrastructure engineering projects covering geotechnical and earthmoving. Interned for a year in 2003 and 2004 at ENECON - Consulting Engineers and Economists in the sector of infrastructure engineering projects covering geotechnical and earthmoving.
Paulo Roberto Bellentani Brandão (preferred, alternate member)
Mesquita Pereira Advogados - Law Firm (November 2001 to May 2018) Member of the Capital Market Commission of IBGC - Brazilian Institute of Corporate Governance. Currently Corporate Lawyer - Partner at Alves Ferreira & Mesquita Sociedade de Advogados - law firm recognized for its work in the Capital Markets and various corporate operations. Extensive knowledge of CVM-Securities Commission rules. Work on Fiscal Councils of large companies. Graduated in Law from Universidade Paulista - UNIP, postgraduate from Fundação Getúlio Vargas - GV Law in Business Structures and Operations, class of 2018. Capital Markets Course GV Law, class of 2012. Member of the Communication and Capital Markets Committee of IBGC ± Brazilian Institute of Corporate Governance. Full Member of the Fiscal Council - AES BRASIL (2019 - Alternate Member of the Fiscal Council - CSN (2021 - Full Member of the Fiscal Council - Usiminas (2022 - Alternate Member of the Fiscal Council - Forjas Taurus (2023 - Alternate Member of the Fiscal Council - Eletrobrás (2023 - Member Substitute Fiscal Council - Brasken (2023 - 2024).
Ricardo José Martins Gimenez (minority, alternate member)
Ricardo Gimenez Sociedade de Advogados Period: Jul/2015. Position: Lawyer / ADM / Finance. Activities: HR Management; Point Control; Dismissal and Admission. Financial administration payroll billing control accounts payable and cash flow. Archivum - Amg Comercial Ltda. Period: Jun/2008 to Mar/2011 Position: ADM / HR and Legal Consultant. Activities: Preparation of legal projects and accounts receivable. HR management; Point Control; Dismissal and Admission. Management of Purchasing Suppliers and Inventories. Responsible for managing the Facilities area and asset management. Financial administration payroll billing control accounts payable and cash flow. Aoki & Aoki Advogados Associados Period: Dec/2004 to Jan/2006. Position: Senior Lawyer. Activities: Responsible for attracting clients in the civil litigation area. Management of tax executions in the first and second instance. Coordination and evaluation of extrajudicial charges. MPMAE Mesquita Pereira Marcelino Almeida and Esteves Advogados Associados. Period: Jan/01 to Oct/04 Position: Senior Lawyer. Activities: Training and managing teams to prepare documents focused on Consumer Law and Business Law, holding hearings in the Regional Forums and Districts of São Paulo and other States of the Federation for the companies VIVO Embratel and Banco do Brasil. This routine brought operational benefits by avoiding distortions of documents and conduct at hearings. Coordination and formation of a team involved in extrajudicial collection, presentation of monthly results reports for the company Alcântara Machado, obtaining immediate control of the amounts charged and an evident increase in this percentage. Expertise in Corporate Law in representing funds held in custody at various financial institutions at Ordinary and Extraordinary Assemblies. Responsible for preparing reports and providing monthly accounts for more than 30,000 processes, offering the client conditions of control and satisfaction with service provided by the office. Expertise in the Criminal area in advising and defending the rights of CET Traffic Inspectors, accompanying them in Police Stations and in the Judicial sphere. Esquema Assessoria Empresarial Ltda. Period: Jul/1993 to Dec/1997 Position: Accounting Technician and Law Intern. Activities: Composition of calculation memories by the judicial system - civil executions as well as financial debt negotiations (updating best payment method, best index and term). Internship in the civil area, specifically Family Bankruptcy, Concordat, Collection and Tax Executive processes. W. Gimenez - Perícias Judicial Contábeis Ltda. Period: Sep/1989 to Jun/1993 Position: Accounting Assistant. Activities: Responsible for financial statements of results (daily and monthly) and monthly financial statements. Preparation of reports and controls in the Accounts Payable and Receivable System. Execution of Accounting Expertise using Excel.
Audit Committee
The Audit Committee is the auxiliary collegiate body of the Board of Directors, with regard to the exercise of its audit and supervision functions over the quality and integrity of the financial statements, adherence to legal, statutory and regulatory standards, and effectiveness of internal control systems and internal and independent audits.
Internal Regulation of Audit Committee of Cemig
Roberto Cesar Guindalini (Coordenador)
Artemio Bertholini
Ricardo Lopes Cardoso
Giulia Carla Scalercio
Non-Statutory Board
Non-statutory Directors are subordinate to the Presidency, to support the management of processes.
Name | Position |
---|---|
Daniel Perrelli Lanca | Compliance |
Luís Cláudio Correa Villani | Information Technology |
Maurício Dall’Agnese | Strategy, Environment, Innovation |
Bernardo Luiz Fornaciari Ramos | Special Projects |
Cristiana Miglio Kumaira Pereira | Business Communication and Sustainability |
Hudson Félix Almeida | People Management and Corporate Services |
João Paulo Menna Barreto de Castro Ferreira | Institutional Relations |
Osias da Silva Galantine | Purchasing and Logistics |
Roberta Nanini Chauar Rolim | Regulatory |
Marcos Montes | Executive Vice Presidency |