Corporate Governance

Irani Papel e Embalagem SA’s commitment to the best practices in relationships with its shareholders and other stakeholders has led the Company to adopt a corporate governance process guided by social and environmental responsibility, ethical behavior, courage, openness, warmth, innovation and a pioneering spirit.

These are principles and values that enable Irani to maintain a relationship based on respect and the accurate disclosure of information.

Management Practices

The administration of Irani is exercised by the Board of Directors, which has deliberative functions, and by the Management, with executive and representative functions, the Chairman of the Board of Directors does not hold the position of Chief Executive Officer of the Company.

The Board of Directors shall meet monthly, providing attention to strategic issues of the Company such as: business risks, market relations, corporate policies, investments and monitoring the results reflected in the Financial Statements Report. All powers of the Board of Directors are in Article 12 of the Bylaws of the Company. Among them, the inspection of the management is highlighted, allowing the Board to examine, at any time, Company books and papers, requesting information on contracts and any other acts. The Board mandate is for two years and the Member may be reelected.

The Executive Board shall meet, ordinarily in person, every month, and by videoconference, whenever necessary, and it is competent to practice all acts necessary for the regular operation of the Company, other than those of the competence of the General Assembly or the Board of Directors, in accordance with the powers contained in Article 14 of the Bylaws of the Company. The term of for the directors is two years, reelection is permitted.

Last Update: July 11, 2020

Administration

Chairman of the Board of Directors

		Term of Office	see curriculum
PÉRICLES PEREIRA DRUCK		April 2019 – April 2021

Vice Chairman of the Board of Directors

		Term of Office	see curriculum
EURITO DE FREITAS DRUCK		April 2019 – April 2021

Board Members

		Term of Office	see curriculum
PAULO SÉRGIO VIANA MALLMANN		April 2019 – April 2021

Independent Board Members

		Term of Office	see curriculum
PAULO ISERHARD		April 2019 – April 2021
ROBERTO FALDINI		April 2019 – April 2021

Executive Board

		Term of Office
Chief Executive Officer	SÉRGIO LUIZ COTRIM RIBAS	April 2019 – April 2021
Chief Financial Officer and Investor Relations	ODIVAN CARLOS CARGNIN	April 2019 – April 2021
Paper & Forestry Businesses Officer	HENRIQUE ZUGMAN	April 2019 – April 2021
Packaging Business Officer	LINDOMAR LIMA DE SOUZA	April 2019 – April 2021
People, Strategy and Management Officer	FABIANO ALVES DE OLIVEIRA	April 2019 – April 2021

Audit Committee

Coordinator

		Term of Office	see curriculum
ROBERTO LAMB		September 2020 – April 2021

Members

		Term of Office	see curriculum
WLADIMIR OMIECHUK		September 2020 – April 2021
ROBERTO FALDINI		September 2020 – April 2021

Forms of Representation of the Society

The society is represented as follows:

a) Extra-judicially, by two Directors jointly, by a Director jointly with an attorney, or by two attorneys together;

b) Judicially by a Director to whom this responsibility was assigned by the Board of Directors or by an attorney specially constituted for this purpose.

Note: Trade bills and invoices in any establishment of the society, may be signed by a Director together with an attorney or together by two attorneys, as well as an ordinary correspondent. Checks issued by any establishment of the society, whether the head office, or a manufacturing facility, branch or deposit, shall be signed by two Directors together, by a Director together with an attorney, or by two attorneys.

Governance Code Report

Irani Papel e Embalagem SA provides a Governance Code Report, which consists of information on the practices adopted by the Company. Transparency, Equity, Accountability, and Corporate Responsibility are fundamental pillars that form the foundation on which good governance develops.

Download the Report