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Management and Committees
According to CSU’s Bylaws, the Company’s Board of Directors may be composed of five to nine members. Board members are elected by the shareholders at an Annual Shareholders’ Meeting for a two-year term, with the possibility of re-election.
Under Brazilian Corporate Law, Board members are prevented from voting at Shareholders’ Meetings, nor may they take part in any transaction or business that may conflict with the interests of the Company.
The Board of Directors is responsible, as a collegiate body, for establishing policies and general business guidelines, including long-term strategies, and for electing the members of the Board of Executive Officers and supervising its work, as well as those activities determined by law and the Company’s Bylaws.
The Board of Executive Officers is responsible for administering business in general and carrying out all necessary or convenient acts, as well as executing the resolutions of the Board of Directors. The members of the Executive Board have individual responsibilities appropriate to the positions they occupy.
The relationship between the Board of Directors and the Executive Board is in line with the good practices of corporate governance adopted by the Company and expressed in its Bylaws and the Listing Rules of the Novo Mercado. These practices seek to reduce conflicts of interest and are aimed at ensuring transparency, accountability and equal treatment for all shareholders.
Names | Position | Nomination |
---|---|---|
Antonio Kandir | Independent Chairman | Controlling Sharerholder |
Antonio Martins Fadiga | Independent Member | Controlling Sharerholder |
Marcos Ribeiro Leite | Member | Controlling Sharerholder |
Rubens Antonio Barbosa | Independent Member | Controlling Sharerholder |
Ricardo José Ribeiro Leite | Member | Controlling Sharerholder |
Antônio Kandir
He was Minister of State for Planning and Budget, Federal Deputy, President of the National Privatization Council, Brazilian Governor at the BID, Special Secretary for Economic Policy, President of IPEA, director of Kandir e Associados S/C Ltda. and coordinator of studies at Itaú Planejamento e Engenharia. He also worked as a professor at Unicamp, PUC/SP and Assistant Faculty Fellow at the University of Notre Dame and managed Investment Funds. Graduated in Mechanical Production Engineering from the Polytechnic School of the University of São Paulo, Master in Economics from UNICAMP and Doctor in Economics from UNICAMP. He sits on the boards of directors of the companies GOL, Aegea, CPFL, COIMEX and MRV. The mentioned companies are not part of the issuer’s economic group and are not controlled by the issuer’s shareholders. He was not subject to the effects of any criminal conviction. Within the scope of the CVM, a warning was issued for a matter relating to the management of a fund, in which he was responsible for the management company. This warning is under review. There is no final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification to practice any professional or commercial activity, thus being duly qualified to practice their professional activities. It is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99, and, after analysis by the Board of Directors, its classification as independent was ratified pursuant to Articles 16 and 17 of the Novo Mercado Regulation.
Antonio Martins Fadiga
He started his career as a marketing professional and worked at recognized agencies such as BBDO, Leo Burnett, Young & Rubicam and Fischer. Since 2014, he has been a partner and CEO of Artplan Brasil and Grupo Dreamers, which have eighteen companies specialized in Marketing and Communication. Graduated in Communication from USP and specialized in Marketing from FGV and several Management courses in New York, Toronto and London. In addition to Propaganda, he led groups of companies specializing in different communication disciplines. He was a columnist for Meio & Mensagem for 2 years on the theme Integrated Communication, was Caborável in Service & Planning, Professional of the Year by APP, Professional of the Year by the Columnists Award and one of the ten most recognized professionals in the market, according to an Agency Scope study in 2012 and 2016, by Grupo Consultores. In 2019, he was elected by the Caboré Award as one of the three best communication directors in the country. He is also an advisor to the AACD and WWF (probono). The mentioned companies are not part of the issuer’s economic group and are not controlled by the issuer’s shareholders. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99, and, after analysis by the Board of Directors, his classification as independent was ratified pursuant to Articles 16 and 17 of the Novo Mercado Regulation.
Marcos Ribeiro Leite
Graduated in Business Administration from Fundação Getúlio Vargas. He is a founding partner of the Company and current CEO and Member of the Board of Directors. He is a director of Anapurus Comércio e Participações Ltda. He has extensive experience in the credit card business, having served as the financial and commercial vice-presidency of the company Credicard. Anapurus Comércio e Participações is not part of the issuer’s economic group and is controlled by the issuer’s shareholder. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Rubens Antonio Barbosa
With a master’s degree from the “London School of Economics and Political Science” in 1971, Ambassador Rubens Barbosa held many positions in the Brazilian Government and in the Ministry of Foreign Affairs: Secretary of International Affairs of the Ministry of Finance; Ambassador of Brazil to the Latin American Integration Association (ALADI); Undersecretary-General for Integration, Foreign Trade and Economic Affairs at the Ministry of Foreign Affairs and Coordinator of the Brazilian Section of the Mercosur Group; Main negotiator for Brazil in the Uruguay Round in the then GATT until 1999. He was Ambassador of Brazil in London from January 1994 to June 1999 and in Washington from June 1999 to March 2004. He held the position of President of the Association of Café (APPC) in London for five years. He writes regularly in the State of São Paulo, in addition to essays and four books, including: Panorama Seen from London, which deals with foreign and economic policy; Latin American Economic Integration and The Mercosur Codes, published by the “British Institute of International and Comparative Law”, Editor and Organizer of “O Brasil dos Brasilianistas”, Mercosur and Regional Integration, O Dissenso of Washington (2011) and National Interest and Future Vision (2012). President of the Institute of International Relations and Foreign Trade (IRICE), President of the Brazilian Wheat Industry Association (ABITRIGO), he is also a business consultant with an extensive network of knowledge in the public and private sector and holds, among others, the positions of President of Honor of the Superior Council of Foreign Trade of FIESP and member of several other Councils, such as the company CSU CardSystem S.A and Veirano Advogados or the Association of Foreign Trade of Brazil (AEB). He is a member of Gacint – USP’s International Conjuncture Analysis Group, President Emeritus of CEBEU – Brazil Business Council – United States. Editor in charge of the Revista Interesse Nacional. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. It is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99, and, after analysis by the Board of Directors, its classification as independent was ratified pursuant to Articles 16 and 17 of the Novo Mercado Regulation.
Ricardo José Ribeiro Leite
Graduated in Business Administration from Fundação Getúlio Vargas, post-graduated in Personal Finance from FEA/USP in 2003. He worked for 17 years at Citibank, where he held the positions of director of the Corporate Financing and Leasing area. He joined the CSU group in 1998 as a member of the Board of Directors. He is currently the Company’s Investor Relations Officer and is responsible at the Company for complying with the Anti-Money Laundering and Terrorism Financing Policy (PLD-FT), pursuant to Bacen Circular No. 3,978 / 2020. Ricardo José Ribeiro Leite is the brother of Marcos Ribeiro Leite. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Name | Position |
---|---|
Marcos Ribeiro Leite | CEO |
Ricardo José Ribeiro Leite | Investor Relations Officer / Officer without specific designation |
João Carlos Matias | Officer without specific designation |
Guilherme Rocha Vieira | Officer without specific designation |
Fabiano Agante Droguetti | Officer without specific designation |
Marcos Ribeiro Leite
Graduated in Business Administration from Fundação Getúlio Vargas. He is a founding partner of the Company and current CEO and Member of the Board of Directors. He is a director of Anapurus Comércio e Participações Ltda. He has extensive experience in the credit card business, having served as the financial and commercial vice-presidency of the company Credicard. Anapurus Comércio e Participações is not part of the issuer’s economic group and is controlled by the issuer’s shareholder. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Ricardo José Ribeiro Leite
Graduated in Business Administration from Fundação Getúlio Vargas, post-graduated in Personal Finance from FEA/USP in 2003. He worked for 17 years at Citibank, where he held the positions of director of the Corporate Financing and Leasing area. He joined the CSU group in 1998 as a member of the Board of Directors. He is currently the Company’s Investor Relations Officer and is responsible at the Company for complying with the Anti-Money Laundering and Terrorism Financing Policy (PLD-FT), pursuant to Bacen Circular No. 3,978 / 2020. Ricardo José Ribeiro Leite is the brother of Marcos Ribeiro Leite. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
João Carlos Matias
Undergraduate degree in Engineering from the Faculty of Industrial Engineering. He has 35 years of experience in the credit card business, having worked at the company in the areas of systems, Credicard technology and operations. He joined the CSU Group in 1992. He has never been convicted of any felony offense, and no conviction or penalty has been applied in administrative proceedings before the SEC and has never been convicted, in judicial or administrative actions, of any act that led to his suspension or disqualification from any professional or commercial activity, and is thus qualified for the practice of his professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Guilherme Rocha Vieira
Graduated in Dentistry from the Federal University of Rio de Janeiro in 1996, post-graduated from USP in 2000 and with an MBA from COPPEAD/UFRJ in 2003, he also completed in 2018 the executive extension course on Digital Strategies applied to Business at Columbia University. He worked on his own entrepreneurial experiences until joining CSU in 2004, having worked as a finance officer in all business divisions until becoming Head of Finance. He is currently the Company’s CFO. He has never been convicted of any felony offense, and no conviction or penalty has been applied in administrative proceedings before the SEC and has never been convicted, in judicial or administrative actions, of any act that led to his suspension or disqualification from any professional or commercial activity, and is thus qualified for the practice of his professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Fabiano Agante Droguetti
Graduated in Business Administration, emphasis in Finance and Services Marketing – Faculdade São Luís / SP and MBA: Entrepreneur Management in Fundação Instituto de Administração – FIA / USP. Over 30 years of IT experience, and that 25 years in IT B2B Services. IT leadership in pre-sales teams, technical support and engineering in companies such as Credicard, Optiglobe, TIVIT and CSU. Responsible for Project Transition & Implementation, Strategic Pricing, Partners & Alliances, Product Development, Corporate Internal IT, Information Security, Open Systems Engineering and Mainframe Engineering teams. Provide support for IT Outsourcing business unit, developing new products, design the technical and financial solutions for customer’s transitions & implementations and to improve our relationships with technology partners. He has never been convicted of any felony offense, and no conviction or penalty has been applied in administrative proceedings before the SEC and has never been convicted, in judicial or administrative actions, of any act that led to his suspension or disqualification from any professional or commercial activity, and is thus qualified for the practice of his professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Name | Position |
---|---|
Antonio Kandir | Independent Member of the Board of Directors |
Ricardo José Ribeiro Leite | Audit Committee Coordinator |
Sérgio Luiz da Silva Ribeiro | Experienced member in corporate accounting |
Antônio Kandir
He was Minister of State for Planning and Budget, Federal Deputy, President of the National Privatization Council, Brazilian Governor at the BID, Special Secretary for Economic Policy, President of IPEA, director of Kandir e Associados S/C Ltda. and coordinator of studies at Itaú Planejamento e Engenharia. He also worked as a professor at Unicamp, PUC/SP and Assistant Faculty Fellow at the University of Notre Dame and managed Investment Funds. Graduated in Mechanical Production Engineering from the Polytechnic School of the University of São Paulo, Master in Economics from UNICAMP and Doctor in Economics from UNICAMP. He sits on the boards of directors of the companies GOL, Aegea, CPFL, COIMEX and MRV. The mentioned companies are not part of the issuer’s economic group and are not controlled by the issuer’s shareholders. He was not subject to the effects of any criminal conviction. Within the scope of the CVM, a warning was issued for a matter relating to the management of a fund, in which he was responsible for the management company. This warning is under review. There is no final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification to practice any professional or commercial activity, thus being duly qualified to practice their professional activities. It is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99, and, after analysis by the Board of Directors, its classification as independent was ratified pursuant to Articles 16 and 17 of the Novo Mercado Regulation.
Ricardo José Ribeiro Leite
Graduated in Business Administration from Fundação Getúlio Vargas, post-graduated in Personal Finance from FEA/USP in 2003. He worked for 17 years at Citibank, where he held the positions of director of the Corporate Financing and Leasing area. He joined the CSU group in 1998 as a member of the Board of Directors. He is currently the Company’s Investor Relations Officer and is responsible at the Company for complying with the Anti-Money Laundering and Terrorism Financing Policy (PLD-FT), pursuant to Bacen Circular No. 3,978 / 2020. Ricardo José Ribeiro Leite is the brother of Marcos Ribeiro Leite. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.
Sérgio Luiz da Silva Ribeiro
Graduated in Accounting from Universidade da Cidade – RJ in 1992, extension in Management Development Program from IAG/PUC-RJ in 1996 and MBA in Controllership from FIPECAFI/USP in 2009. He has about thirty years of experience in controllership, accounting, taxes and auditing, working in “Big Four” auditing firms and in national and foreign corporations with businesses in the energy, means of payment, health, communication and food sectors, mostly listed on the B3 Novo Mercado. He was not subject to the effects of any criminal conviction, any conviction or application of a penalty in an administrative proceeding before the CVM and any final and unappealable conviction, in the judicial or administrative sphere, that would have caused the suspension or disqualification for the practice of any professional activity or business, thus being duly qualified to practice their professional activities. He is not considered a Politically Exposed Person, as defined in CVM Instruction 301/99.