Conselhos e Comitês
The Board of Directors, in accordance with the Company’s By Law approved at Extraordinary General Meeting as of April 26th 2018, is composed of a minimum of 6 (six) and a maximum of 8 (eight) members, elected by the General Meeting for a unified term of 2 (two) years, being able to be reelected.
The Board of Directors is responsible for the determining policies and guidelines to the Company’s business, as well as responsible of determing, supervising and monitoring the activities of the Executive Officers, choosing independent auditors and implementing and supervising internal audits.
Currently, the Board of Directors is composed by the following members:
|Antônio Cláudio Brandão Resende||Vice-President|
|Flávio Brandão Resende||Member|
|Paulo Antunes Veras||Member|
We set out below a summary of the professional experience, specializations and main external commercial interests of the current members of the Board of Directors.
Oscar Bernardes. Mr. Bernardes has been an independent member of the Company’s Board since 2007. He previously served as chairman of the advisory board of Telesystem International Wireless (TIW) in Brazil (1999 to 2003) and as CEO of Bunge International (1996 to 1999). Before joining the Bunge Group, he was managing partner of Booz-Allen & Hamilton. He has also been a member of the board of directors of Satipel S.A., RBS Group, Delphi Corporation (USA) and Johnson Electric. In addition to serving as independent Director of Localiza Rent a Car S.A., Mr. Bernardes is: Vice-chairman of the board of directors and member of the Strategy Committee at Marcopolo S/A; Member of the Advisory Board of Davos; Director and member of the Audit Committee of Cia Suzano Papel e Celulose; Member of the Compensation and Personnel Development, and the Finance Committees at Praxair Inc. (USA); Senior Consultant to the CEO of Johnson Electric Holdings Limited; Member of the board of directors of VPar – Votorantim Participações; Member of the Advisory Board of Amyris (USA); Director of OMNI; Vicechairman of the Board and Coordinator of the Human Resources Committee of DASA; Chairman of the Strategy Committee of Vanguarda S/A; Director of Gerdau S/A and of Metalúrgica Gerdau.
Antônio Cláudio Brandão Resende. Mr. Resende was one of the founders of the Company. He graduated in business administration from UNA (1977). Today he is the Board Vice-Chairman, having previously served as the administrative vice-president of the Company and its subsidiaries until July 30, 2008. When he was 18, he founded Leva e Traz, a delivery firm in Belo Horizonte, Minas Gerais, Brazil. Apart from serving as the Vice Chairman of the Board of Directors of Localiza Rent a Car S.A., Mr. Resende is: Managing partner of ACBR Participações e Administração Ltda and managing partner of Resende Piscicultura e Pecuária Ltda.
Eugênio Mattar. Mr. Mattar is one of the Company’s founders. He is a member of the Board of Directors and is the Chief Executive Officer of the Company and its subsidiaries. Mr. Mattar has a civil engineering degree from UFMG, where he also obtained a graduate degree in Economic Engineering in 1976. Apart from serving as Director and Chief Executive Officer of Localiza Rent a Car S.A. and its subsidiaries, Mr. Mattar is executive officer of Locapar Participações e Administração Ltda; Chairman of the Advisory Board of Junior Achievement of Minas Gerais; Managing partner of EM Participações e Administração Ltda; Shareholder and Director of OMNI Táxi Aéreo; and Shareholder and Director of Pottencial Seguradora.
Flávio Brandão Resende. Mr. Resende was one of the Company’s founders and today holds 7.10% of its
capital. Currently he serves on the Company’s Board. He has a degree in civil engineering from the 203
Kennedy Engineering School (1980). Apart from serving as Director of Localiza Rent a Car S.A., Mr. Resende is: Managing partner of FBR Participações e Administração Ltda; Managing partner of FRJR
Empreendimentos Imobiliários Ltda.
Letícia Costa. Ms. Costa is an independent member of the Company’s Board. She has a degree in production engineering from the University of São Paulo’s Polytechnic School and received her MBA from Johnson School at Cornell University. She began her professional career as a systems analyst at Indústrias Villares. In 1986 she joined the consulting firm Booz Allen Hamilton, presently Booz & Company, where she served as Vice President in charge of the Industry and Operations area. Ms. Costa is presently a partner of Prada Assessoria, a business consulting firm, and Director of Lato Sensu Graduate Programs at Insper in São Paulo. In addition to serving as independent Director of Localiza Rent a Car S.A., Ms. Maria Letícia Costa is: Partner at Prada Assessoria; Director of graduate programs (Latu Sensu) at Instituto Insper in São Paulo; Director and a member of the Audit Committee at Technip; Director and member of the Strategy Committee at Marcopolo; Member of the Audit Committee at Votorantim Industrial and Votorantim Cimentos.
José Galló. Mr. Gallo is an independent member of the Board. He has a degree in business dministration from the Getúlio Vargas Foundation’s School of Business Administration (1974), as well as other specialization courses, with emphasis on marketing both in Brazil and overseas. He has served as Chief Executive Officer of Lojas Renner S.A. since March 1999 and member of its board of directors since 1998, having held the position of board chairman between 1999 and 2005 in this chain department store specializing in clothing. He was also a member of the board of directors of Calçados Azaléia S.A. and SLC Agrícola S.A. and of the advisory board of ABN AMRO (Banco Real S.A.). In addition to serving as independente Director of Localiza Rent a Car S.A., Mr. Galló is: Chief Executive Officer of Lojas Renner S.A.; Director of Lojas Renner S.A.; Director of SLC Agrícola S/A.
Paulo Antunes Veras. Mr. Paulo Veras is an independent member of the Board. He has founded six digital startups since 1995, was co-founder and CEO of 99 Taxi, is a board member of B2W and Estapar. He was the managing director of Endeavor Brazil, a global non-profit organization that supports entrepreneurship for economic development, and served on its board for 8 years. Paulo holds a Mechatronical Engineer degree from USP and an MBA from INSEAD in France
|Committee subordinated to the Board of Directors|
|Personnel Management Committee|
|The Personnel Management Committee has the responsibility to propose to the Board of Directors the remuneration, performance evaluation, profit sharing program and stock option program, in addition to the general personnel management policies. The Committee is composed of 3 Members, 2 of which are independent.|
|Paulo Antunes Veras||Independent Committee Member|
|Antônio Cláudio Brandão Resende||Conselheiro|
|Daniel Guerra Linhares.||Secretary|
|Audit, Risk Management and Compliance Committee|
|The Audit Committee is responsible for supervising the work of the independent auditors, evaluating their performance, evaluating the quality of the financial reports and reports, the accounting principles used and evaluating the effectiveness and the adequacy of the internal control structure.|
|Maria Letícia de Freitas Costa||Coordinator|
|Flávio Brandão Resende||Conselheiro|
|Roberto Mendes;||Senior Advisor|
|Alehandra Castro Brant.||Secretary|
|Committee subordinated to the CEO|
|The Ethics Committee has the responsibility to define and ensure that the Company’s ethical premises and values are rigorously met, deciding ethical dilemmas always in the best interest of the Company as a whole, regardless of specific interests and is composed of 11 Members.|
|Daniel Guerra Linhares||Coordinator|
|Eugênio Pacelli Mattar|
|Maurício Fernandes Teixeira|
|Bruno Sebastian Lasansky|
|Heros Di Jorge|
|João Alberto Mazzoni Andrade|
|João Hilário de Ávila Valgas Filho|
|Ana Cristina Carvalho Chaves|
|Luisa Cristina Miranda Carneiro|
|Priscilla Soares Duarte Vitória|
|Fabrício dos Santos de Oliveira||Secretary|
|The Sustainability Committee is operationally subordinated to the Company’s Chief Executive Officer, reporting to the Company’s Board of Directors. The Sustainability Committee is responsible for identifying, addressing, monitoring and addressing issues involving sustainability that represent risks or may have a significant impact on business, long-term results, or relationships with customers and employees, and the Company’s image. The Committee is composed of 7 Members.|
|Eugênio Pacelli Mattar||Coordinator|
|Maurício Fernandes Teixeira|
|Daniel Guerra Linhares|
|Mariana Paes Campolina|
|Priscilla Soares Duarte Vitória|
|Fabrício dos Santos de Oliveira|
|Aline Batista do Monte||Secretary|
|Committee subordinated to the Financial and Investor Relations Officer|
|Comprised of up to 15 Members, the Disclosure Committee is responsible for reviewing the minutes of the documents and information of an economic and financial nature, which are required to be sent to the Brazilian Securities Commission in order to ensure that the financial information disclosed to the market by the Company are correct, complete and timely.|
|Maurício Fernandes Teixeira||Coordinator|
|Antônio Hiroyuki Hyodo|
|Myrian Buenos Aires Moutinho|
|Heros Di Jorge|
|João Alberto Mazzoni Andrade|
|Bruno Sebastian Lasansky|
|Nora Mascarenhas Lanari|
|Alehandra Castro Brant|
|Nora Mascarenhas Lanari||Secretary|
Brazilian corporate law requires the Company to establish a permanent fiscal council or only in the fiscal years in which it is installed at the request of shareholders. The Bylaws provide for a non-permanent fiscal council. The fiscal council is a separate body, independent of the Company’s management and independent auditors. The main responsibilities of the fiscal council are to supervise the acts of the managers, to give an opinion on certain proposals of the management bodies to be submitted to the general meeting for deliberation, to examine the Company’s financial statements and to report to the management bodies and the general meeting the errors, or crimes of which they are aware
The Fiscal Council was installed on April 26, 2018 at the Annual General Meeting, and the mandates of the elected members expire at the subsequent ordinary shareholders’ meeting. Under Brazilian corporate law, members of the fiscal council may not be members of our Board of Directors or our Executive Officers or employees or spouses or relatives of any member of our management.
Marco Antônio Martins Guimarães
Daltro Barbosa Leite Junior
Aristides Luciano de Azevedo Newton
Substitute: Maria Carolina Barbosa Costa
Substitute: Edmar Vidigal Paiva
The Executive Board will be made up of, at least, four (4) and, at most, twelve (12) Officers, all of which residing in the Country, and elected by the Board of Directors. Of the Officers, one shall receive the designation of CEO, another one will receive the designation of CFO and Investor Relations Officer, one of them may receive the designation of Vice-Chief Executive Officer and the other ones will receive the designation of Executive Officers.
|Eugênio Pacelli Mattar||Chief Executive Officer|
|Maurício Fernandes Teireixa||Chief Financial Officer and Investor Relations Officer|
|Bruno Sebastian Lasansky||Executive Officer|
|Claudio José Zattar||Executive Officer|
|Daniel Guerra Linhares||Executive Officer|
|Heros di Jorge||Executive Officer|
|João Hilário De Ávila Valgas Filho||Executive Officer|
|João Alberto Mazoni Andrade||Executive Officer – Localiza Fleet|
We set out below a summary of the professional experience, specializations and main external commercial interests of the current officers.
Eugênio Pacelli Mattar. Mr. Mattar is one of the Company’s founders. He is a member of the Board of Directors and is the Chief Executive Officer of the Company and its subsidiaries. Mr. Mattar has a civil engineering degree from UFMG, where he also obtained a graduate degree in Economic Engineering in 1976. Apart from serving as Director and Chief Executive Officer of Localiza Rent a Car S.A. and its subsidiaries, Mr. Mattar is executive officer of Locapar Participações e Administração Ltda; Chairman of the Advisory Board of Junior Achievement of Minas Gerais; Managing partner of EM Participações e Administração Ltda; Shareholder and Director of OMNI Táxi Aéreo; and Shareholder and Director of Pottencial Seguradora.
Maurício Fernandes Teixeira. Mauricio Teixeira is the CFO of Localiza and has joined the Company in the beginning of 2017. He graduated in Electronic Engineering from Rio de Janeiro Federal University and has a Master in Mathematics Methods in Finance from IMPA. He also participated in executive education programs in Harvard, Wharton and Fundação Dom Cabral. Mauricio began his career at Banco BBM, leaded the finance planning area of Telemar and was the CFO of companies invested by GP Investments, Advent International and Vinci Partners Private Equities.
Bruno Sebastian Lasansky. Mr. Bruno Lasansky is COO of Localiza, responsible for the Company’s business divisions: Localiza Hertz (Car Rental), Fleet Management, and Operations. Bruno leads a team of 7,500 employees, with a network of 700 service points and annual revenues of R$ 8 billion. Under the leadership of Bruno, Localiza expanded its leadership in the market, achieving a 39.4% growth in 2018. The Company also stood out for its pioneering innovation, being the only company to offer a rental service 100 % digital and without going through the counter, LOCALIZA FAST, as well as the service by WhatsApp, a unique app for app drivers, LOCALIZA DRIVER, among other novelties. Bruno started his career at Localiza in 2016. Previously, he was a partner at Bain & Company, where he led projects for operational improvement, strategy and M&A for national and international groups. Bruno holds a Bachelor’s degree in Production Engineering from the Buenos Aires Institute of Technology and a MBA from the Wharton School in the USA. He is fluent in Portuguese, Spanish and English.
Cláudio José Zattar. Mr. Cláudio Zattar is the Executive Director of Car Purchasing, where he has been working since February 2013. He holds a Mechanical Engineering degree from the State University of Rio de Janeiro from 1983. He worked for more than 15 years as CEO of three large companies in diferente segments: Oil & Gas (ALE Fuels), Automotive (Vocal – Volvo Trucks & Buses) and Machinery (Brasif Machines and Rental). He also held executive positions in oil companies (Exxon Mobil, BR Distribuidora, Shell and Salemco) for 14 years from 1983 to 1997. He holds executive education degrees: Executive MBA from IBMEC-RJ in 1986, PGA from Insead in France in 2001 and In Company MBA from the Dom Cabral Foundation in 2010.
Daniel Gerra Linhares. Mr.Daniel Guerra Linhares has been Localiza’s HR Director since September 2017. He holds a bachelor’s degree in Business Administration from UFMG (2004) with a postgraduate degree from Fundação Dom Cabral (2006) and Fundação Getúlio Vargas (2009) where he studied the international module in Irvine. He started his career in Vale where he worked for 5 years (2002 to 2007) and later took over the Management Department of CEMAR, Equatorial Group where he worked from 2007 to 2011. He later joined the Private Equity team of Vinci Partners as main responsible for the People and Management model of the fund´s investments (2011 to 2013). In 2013, he took over the People and Management Department of the CBO Group until began working for Localiza.
Heros Di Jorge. Mr. Heros Di Jorge has an Economics and Management bachelor, postgraduate in financial mathematics and has an Executive MBA by Fundação Dom Cabral. Mr. Heros began his career in the Company in 1987 in the Car Rental Sales department in São Paulo. Thereafter, he became a Director in the Car Fleet Sales division and then was promoted to Seminovos Regional Manager in São Paulo. In 2012 he became Retail Director in the car sales division at Localiza’s headquarters. In July 2016, he took the position of Executive Director.
Joao Hilario de Avila Valgas Filho. Mr. Joao Avila is Chief Operating Officer of all Localiza business units. He graduated in Mechatronics Engineering in 1999, holds a Master’s Degree in Computer Science with emphasis on robotics from UFMG and Post Graduation in Management from Fundação Dom Cabral. Prior to joining Localiza, João worked for Bain & Company, a strategic consulting firm with operations in Brazil and abroad, and was Head of Strategic Planning for the Arcelor Mittal Group for South America.
João Alberto Mazoni Andrade. Mr. João Alberto Mazoni Andrade is the Managing Director in Localiza Gestão de Frotas, in where he joined in 2004. He is graduated in Business Administration at the Universidade Federal de Minas Gerais (Minas Gerais Federal University) in 1989, , MBA at the University of Texas in Austin, (1998 to 2000), and has participated, in 2012, in a management program in Kellogg School of Business. Mr. Andrade began his career as an entrepreneur, as a Director Partner in two companies. In 2000 he has joined Roland Berger Strategy Consultants where he has worked on several projects, especially in the automotive industry and financial services. He has begun in Localiza Gestão de Frotas as Sales Director, than Operations Director, and now occupies the Executive Officer position.
|Ana Cristina Carvalho Chaves||José Carlos Batista|
|André Luiz Lopes Petenussi||Leandro Franco Bacchin|
|Antonio Hiroyuki Hyodo||Marcelo Hiroshi Nagassaki|
|Bernardo Dias Gomide||Marcos Eduardo Botega Araujo|
|Carlos Augusto Bezerra||Matheus Andrade Americano|
|Cláudio Luciano Gonçalves Marques||Myrian Buenos Aires Moutinho|
|Cristina Vaz Amaral||Nora Mascarenhas Lanari|
|Daniel Tadeu Pereira||Paulo Henrique de Almeida Pires|
|Edson Eduardo Batista||Rodrigo de Oliveira Bastos|
|Elvio Lupo Neto||Suzana Fagundes Ribeiro de Oliveira|
|Glauco Fernandes Zebral|