Management

Purpose: Statutory advisory body to the Board of Directors, whose purpose is to ensure that the business is conducted in accordance with the laws, ethics, statutes, shareholders’ agreements, charters, policies, standards, procedures and codes of conduct, as well as the adequacy of the internal controls of the Company, with due assessment of risks and transparency in the financial statements of the Company.

Luiz Carlos Nannini – Mr. Luiz Carlos Nannini has over 30 years of experience as an independent auditor, having served on advisory boards in Brazil, the United States, and globally. He currently serves on audit committees for several organizations, including Grupo Centauro, Grupo Eletrobras, Companhia de Desenvolvimento Habitacional e Urbano – CDHU, PraValer, Cogna Educação, Santander, Grupo Fleury, and Eucatex. He has also served as Chairman of the Fiscal Council at Rumo Logística, Companhia de Gás de São Paulo – Comgás, Cosan S.A., and Cosan Logística S.A. Mr. Nannini was a partner at Ernst & Young from 1995 to 2014. He holds a degree in Accounting and has completed a wide range of specialization courses in Brazil and abroad, including a leadership program at Harvard University. He is a member of Ibracon (Institute of Independent Auditors of Brazil) and the Brazilian Institute of Finance Executives (IBEF), and is a co-author of the Manual of International Accounting Standards under the supervision of the Brazilian Securities and Exchange Commission (CVM).

Ronald Schaffer – Graduated in Business Administration from FGV-SP, he built his career in multinational companies, beginning at Carl Zeiss in Germany and later working in Brazil at Krupp Thyssen, Refinações de Milho Brasil, Unilever, Mattel, and Indra. He held positions such as Controller, Administrative and Financial Director, and CFO in these companies. At Aegea Saneamento e Participações S.A., he serves as a member of the Board of Directors. He is also a board member at Grupo J. Demito, Usina Ferrari, and Ferrolene/Transnovag, participating in their committees as well. In the third sector, he serves as Vice-Chair of the Boards of the Oswaldo Cruz German Hospital and AACD – Association for Assistance to Disabled Children, as well as a board member of the Social Institute of the Oswaldo Cruz German Hospital and a trustee of Fundação Visconde de Porto Seguro, participating in their respective committees. He also served as a Director at the Make-A-Wish Foundation and as a mentor for the NGO Endeavor. He was a controlling partner of Editora Capivara Ltda. until December 2019.

Martim Della Valle – Lawyer, professor, and consultant. He holds a PhD in Law from the University of São Paulo (USP) and is a faculty member at the International Anti-Corruption Academy (IACA) in Vienna, Austria. He is the author of two books and several articles on arbitration, compliance, antitrust, and anti-corruption. He serves as a senior researcher at FGVEthics and is a member of the Advisory Board on Collective Action of the UN Global Compact Brazil. He previously served as Global Head of Compliance at a major multinational company and was a board member of Transparency International Belgium. He is currently a partner at Marchini, Botelho e Caselta Advogados, a shareholder at Della Valle Consultoria Empresarial Ltda., and a partner at Zenith Source do Brasil Consultoria Empresarial Ltda.

Vanderlei da Silva Batista – Has over 15 years of experience as an independent auditor at Big Four firms. He holds a degree in Accounting and has completed a wide range of specialization courses. He is a registered auditor with the Brazilian Securities and Exchange Commission (CVM). Currently, he serves as Director of Controllership at Grupo Equipav, where he is responsible for the areas of controllership, accounting, tax, IT, internal controls, and processes. He also supports the finance and new business teams in structuring new equity and debt investments and financing.

Danilo Dias Garcez de Castro Doria – He currently serves as Chief Financial Officer (CFO) at Equipav. With over two decades of professional experience, he has held key roles in corporate finance and treasury, including positions at companies such as Braskem. Danilo holds a degree in Business Administration from Universidade Salvador and has furthered his education through the Advanced Management Program at Harvard Business School, as well as a specialization in Finance from Insper in São Paulo.

Guilherme Tadeu Pereira Júnior – Has served as Chairman of the Fiscal Council of Itaúsa S.A. since October 2023, having been a Standing Member from December 2020 and from May 2018 to April 2019. At Dexco S.A., he has been Chairman of the Fiscal Council since April 2022 and previously served as a Standing Member from April 2018 to April 2020. At Aegea Saneamento e Participações S.A., he has been a member of the Audit, Risk, and Integrity Committee since August 2021. He is currently a partner and CEO of Chegolá Corretora de Consórcios e Seguros Ltda., a company established in October 2024. He was a Standing Member of the Fiscal Council of Alpargatas S.A. from November 2017 to April 2018 and served as Vice President of Administration and Finance (CFO) and Investor Relations Officer at Itautec S.A. – Grupo Itautec from April 2013 to April 2015. Prior to that, he was Executive Administrative and Financial Director (CFO) from March 2012 to March 2013, and Corporate Controllership Director from June 2010 to February 2012. He also served on the Advisory Board of Athié Wohnrath Associados, Projetos, Construção e Gerenciamento S.A. from January 2023 to April 2024, and was Chairman of that Board from September 2023 to April 2024. Additionally, he was Chief Operating Officer (COO) of Minuto Corretora de Seguros S.A. from March 2020 to March 2022 and CFO from August 2017 to February 2020. Earlier in his career, he held CFO and Controller roles in multinational companies. He holds degrees in Public Administration from Unisul and in Accounting from Unip, and an MBA in Finance with an emphasis on Controllership and Auditing from FGV. He has completed various executive programs in business and corporate governance, notably at Wharton and Berkeley in the U.S., as well as Audit Committee training at Harvard University. He is also a certified Board and Fiscal Council Member by the IBGC.

Denis Celso Marques Cuenca – Mr. Denis has 35 years of executive experience in the areas of External and Internal Auditing, Risk and Crisis Management, Compliance, Integrity Management, and Whistleblower Channel operations, with a background in companies such as KPMG, Itaú, and Ultrapar. He currently serves as Global Director of Audit and Compliance and Coordinator of the Conduct Committee at Vale S.A. He is also a member of the Audit Committee at AEGEA Saneamento since July 2023 and a member of the Audit, Risk, and Compliance Committee at Samarco since January 2025. From 2014 to 2017, he served as Secretary of Corporate Governance at IBGC – the Brazilian Institute of Corporate Governance – and is currently a member of the Risk Excellence Committee at CRA – the National Board of Administration. Mr. Cuenca holds a degree in Business Administration and an MBA in Business Management. At the Company, he serves as a member of the Board of Directors and a member of the Audit, Risk, and Integrity Committee.

Purpose: Statutory advisory body to the Board of Directors, whose purpose is to monitor the execution of financial plans, as well as review and give its opinion on the capital structure of the Company, and on the sources and allocation of funds for new concessions and investment projects of the Company.

Harley Lorentz Scardoelli – Graduated in Civil Engineering from the Federal University of Rio Grande do Sul (UFRGS) and in Business Administration from the Pontifical Catholic University of Rio Grande do Sul (PUCRS). Scardoelli holds the Chartered Financial Analyst (CFA) designation and has completed the Executive Development Program at the Kellogg School of Management, Northwestern University, as well as the “Preparing to be a Corporate Director” and the CFO Leadership Program, both at Harvard Business School. He currently serves as a member of the Board of Directors, the Finance Committee, and the People and Compensation Committee at 3R Petroleum. At the Company, he serves as a member of the Board of Directors and as Coordinator of the Finance and Project Evaluation Committee.

Luiz Serafim Spínola Santos – Graduated in Civil Engineering from UFRJ, with a Master’s degree in Production Engineering from COPPE/UFRJ. He has also completed postgraduate studies in Business Administration at INSEAD (France) and executive education at the London Business School. He currently serves as an independent member of the Board of Directors of João Fortes Engenharia, and as a director of Flex Parque SPE LTDA and Rasley Corporation. He was previously a partner at UBS Capital Américas (1998–2002) and Brasilpar (1981–1997). Earlier in his career, he served as Superintendent at the Brazilian Securities and Exchange Commission (CVM), leading the Market Relations and Intermediaries department, and held positions at BNDES and BankBoston. He has also served on the boards of several companies, including Aegea Saneamento e Participações, Águas do Rio SPE, NTS – Nova Transportadora do Sudeste, Metalúrgica Gerdau, Líder Táxi Aéreo, FPI – Food Processing International, Fitch do Brasil, Banco Sudameris, Rebière, and Springer. He currently serves as a member of the Finance and Project Evaluation Committee at the Company.

Luis Vital De Sousa Ramos Vettorazzo – Graduated in Civil Engineering from the Pontifical Catholic University of Campinas. He has been with the Equipav Group for over 30 years. At the Company, he serves as Chairman of the Board of Directors and as a member of the Finance and Project Evaluation Committee.

Frederico de Souza Queiroz Pascowitch – Graduated in Business Administration from Insper. He currently serves as Director of New Business and is a member of the Investment, Corporate Governance, and Sustainability & Risk Committees at Itaúsa. From February 2016 to April 2017, he worked as an Investment Consultant at the Company. He was a partner at Gávea Investimentos from 2008 to 2015 and served on the Boards of Directors of Energisa and Cell Site Solutions. As a portfolio manager, he was involved in the oversight of various assets, including Unidas, Azul Linhas Aéreas, Paschoalotto, Time for Fun, and Arcos Dorados, among others. He is currently a member of the Finance and Project Evaluation Committee at Aegea Saneamento e Participações S.A.

Raul Calfat – He has been Chairman of the Board of Directors (independent director) at Itaúsa S.A. since May 2024 and a board member since May 2023. Since May 2024, he has served as an Ex Officio Member of both the Governance and People Committee and the Sustainability Committee, and has chaired the Audit Committee since May 2023. He is also a member of the Strategy and New Business Committee and the Related Parties Committee—becoming an Ex Officio Member of the latter in May 2024. He has been Chairman of the Board of Directors at Aché Laboratórios Farmacêuticos S.A. since September 2018, and an Independent Board Member at Embraer since April 2017, where he currently serves as Vice Chairman. Additionally, he has been an Independent Board Member at China Three Gorges Brasil since January 2021. He previously served as an Independent Board Member at Dexco S.A. from May 2015 to April 2023, and as a member of the Board of Hospital Sírio-Libanês from 2015 to 2020.

Ricardo Eugenio de Sousa Ramos Vettorazzo – Graduated in Civil Engineering from the Pontifical Catholic University of Campinas. He has been with the Equipav Group for over 30 years. He currently serves as a member of the Board of Directors at Equipav and as a member of both the People Management Committee and the Finance and Project Evaluation Committee at Aegea Saneamento e Participações S.A.

Carlos de Moraes Toledo Neto – Graduated in Civil Engineering from Fundação Armando Alvares Penteado, with a postgraduate degree in Business Management from Fundação Dom Cabral, and certified as a Board Member by the Brazilian Institute of Corporate Governance (IBGC). Mr. Carlos has worked across various sectors, including infrastructure, foreign trade, agribusiness, and retail. At the Company, he serves as a member of the Board of Directors, a member of the Finance and Project Evaluation Committee, and a member of the People Management Committee.

Purpose: Statutory advisory body to the Board of Directors, which assists the Board on strategic issues related to people management at the Company, such as the selection process, compensation and targets of the Executive Board, and the definition of people management policies (development, compensation, talent retention and benefits).

Antônio Kandir – Graduated in Production Mechanical Engineering from the Polytechnic School of the University of São Paulo, with a Master’s and a PhD in Economics from UNICAMP. Mr. Antonio has held several high-level public positions, including Minister of Planning and Budget, Federal Deputy, Chairman of the National Privatization Council, Brazilian Governor at the Inter-American Development Bank (IDB), Special Secretary for Economic Policy, President of the Institute for Applied Economic Research (IPEA), Director at Kandir e Associados S/C Ltda., and Head of Studies at Itaú Planejamento e Engenharia. He currently serves on the Boards of Directors of GOL Linhas Aéreas Inteligentes S.A., CPFL Energia S.A., CSU Cardsystem S.A., COIMEX Empreendimentos e Participações Ltda., and MRV Engenharia e Participações S.A. At the Company, he serves as a member of the Board of Directors and of the People Management Committee.

Guilherme Teixeira Caixeta – Graduated in Aeronautical Mechanical Engineering from ITA and holds an MBA from the Kellogg School of Management. Mr. Guilherme serves as Managing Director and Head of Infrastructure for Latin America at GIC (Singapore’s sovereign wealth fund), where he oversees infrastructure investments in the region. He also represents GIC on the boards of several portfolio companies in Latin America. Previously, he worked at P2 Brasil (the infrastructure arm of Pátria Investimentos), where he was responsible for the Oil & Gas sector. During that time, he founded and served as CEO of Oceana, and later became CFO of Grupo CBO—both companies focused on the construction and operation of offshore support vessels. Guilherme also worked at Votorantim Novos Negócios and was a Director at BCG, focusing on Energy and Utilities. At the Company, he serves as a member of the Board of Directors and as a member of the People Management Committee.

Gino Oyamada – Gino Oyamada holds a degree in Business Administration from the University of São Paulo, with a specialization in Finance. He completed a postgraduate program in Business Management at ISAE/FGV, earned a Livre-Docência (postdoctoral qualification) from FGV, and pursued additional specializations in Banking and Business Management at the Manchester Business School. He is also certified in Corporate Governance by Fundação Dom Cabral (FDC). Since 2015, Gino has been dedicated to the field of Corporate Governance. In addition to serving on the People Management Committee at AEGEA, he has held board positions across a wide range of sectors, including family holdings, real estate development, metallurgy, building materials, hospital services, infrastructure, healthcare products, startups, and credit rights investment funds. He began his career at Chase Manhattan Bank, where he led the local trainee program, and later worked at Lloyds Bank as a Regional Director. Gino spent 16 years as a Partner at FESA, one of Brazil’s largest executive search firms, overseeing its regional offices and serving many of the country’s leading companies with a focus on C-level recruitment. He is also the founder of 3G Consultoria Empresarial, where he has led numerous projects in governance, management, and people strategy. His work includes governance effectiveness assessments, implementation of governance frameworks, organizational structure reviews, strategic compensation programs, and executive mentoring for senior leadership.

Ricardo Eugênio de Sousa Ramos Vettorazzo – Graduated in Civil Engineering from the Pontifical Catholic University of Campinas. He has been with the Equipav Group for over 30 years and currently serves as a member of the Board of Directors at Equipav. At Aegea Saneamento e Participações S.A., he is a member of both the People Management Committee and the Finance and Project Evaluation Committee.

Claudia Meirelles Carvalho – Graduated in Psychology from FMU, with a specialization in Business Administration from Harvard University, in addition to several other qualifications in applied psychodrama, coaching, mentoring, assessment, behavioral economics, leadership, and business. She has a generalist view of People Management and extensive experience in the HR field, having led human resources functions in companies across various sectors, including Investments, Professional Services, Pharmaceuticals, Retail, and Consumer Goods. She currently serves as Head of Human Resources at Itaúsa S.A., a publicly traded Brazilian holding company, where she is also involved in internal commissions and committees. Additionally, she is a member of the Board of Directors of Fundação Itaúsa Industrial, a member of the Compensation and People Committee at Copa Energia, a member of the People Committee at AEGEA, and a member of the Advisory Board of Associação Comunitária Despertar. She is actively engaged in professional associations, having been part of ABRH-SP since 2014, where she has served as Regional and Executive Director. She is a member of G3 and several other prominent HR communities. She also works in career advising and mentoring, particularly for youth and women.

Carlos de Moraes Toledo Neto – Graduated in Civil Engineering from Fundação Armando Alvares Penteado, with a postgraduate degree in Business Management from Fundação Dom Cabral, and certified as a Board Member by the Brazilian Institute of Corporate Governance (IBGC). Mr. Carlos has worked across various sectors, including infrastructure, foreign trade, agribusiness, and retail. At the Company, he serves as a member of the Board of Directors, a member of the Finance and Project Evaluation Committee, and a member of the People Management Committee.

Marcio Henrique Fernandes – He has extensive experience in multinational companies across various sectors, including energy (utility companies), electronics, auto parts, banking, and retail. He served as CEO of the holding company of the Neoenergia and Elektro Group, where he worked from 2004 to 2017. His prior roles also include positions at Solectron/Flextronics (electronics industry), Magneti Marelli – Fiat Group (auto parts), Banco Real/ABN (banking), and Casas Pernambucanas (retail). He is the founder of Thutor, a consultancy specializing in Management, Organizational Culture, Strategy, Governance, and Family Office Development. He also served as Chairman of the Board of Trustees of the National Quality Foundation (FNQ). Currently, he holds strategic positions on the boards of companies in various sectors. He holds a degree in Business Administration from the Pontifical Catholic University, an MBA from the University of São Paulo (FEA), and has completed executive education programs in Global Leadership at IMD Business School, at Stanford University, and at INSEAD. He is also certified as an Independent Board Member by IBGC (Brazilian Institute of Corporate Governance).