Management & Board of Directors

Board of Directors

The Board of Directors is the Company’s collegiate decision-making body, responsible for establishing its business policies and guidelines, including its long-term strategy, and controlling and monitoring its performance. It is also responsible, among other duties, for electing and removing members of the Board of Executive Officers and monitoring their activities, as well as appointing and removing the independent auditors.

Alupar’s Board of Directors meets whenever convened by its Chairman, or in case of the latter’s absence or temporary incapacity, by its Board Member, with at least five days’ notice on the first call and two days’ notice on the second call, the call notice is to be accompanied by the agenda. Board of Directors’ meetings will only be installed on the first call with the presence of a majority of its members; on the second call, any quorum is permitted. However, resolutions can only be passed by a majority of the members, always observing the rules governing temporary absences and vacancies, pursuant to the Company’s Bylaws. The Chairman of the Board of Directors has the casting vote.

Members of the Board of Directors are elected by the Shareholders’ Meeting for a two-year term of office, re-election being permitted. Irrespective of their actual election date, their respective term of office will end on the date of the Shareholders’ Meeting that examines the accounts for the previous fiscal year.

Name	Position	Election Date
José Luiz de G. Pereira	Chairman	04/27/2021
José Luiz de Godoy Pereira.Mr. Pereira earned a degree in civil engineering from Mackenzie University. He has worked for more than 17 years in the construction, infrastructure, and energy sectors. He worked as an engineer at Companhia Técnica, providing engineering and cable television services. He has served as executive vice president and chief financial officer at Alupar since July 11, 2007, and also served as investor relations officer from September 25, 2007 to November 7, 2011. On May 20, 2014, Mr. Pereira retook the position of Investor Relations Officer.
Paulo Roberto de G. Pereira	Board Member	04/27/2021
Paulo Roberto de Godoy Pereira. Mr. Pereira earned a degree in business administration from Mackenzie University. He has been Alupar’s chief executive officer since 2006. He was an alternate to the Social and Economic Development Council (CDES) from February of 2003 to June of 2004 and, since then, has become a regular board member. He was also president of the Brazilian Association of Infrastructure and Base Industries (ABDIB).
Marcelo de Almeida Pires	Board Member	04/27/2021
Marcelo de Almeida Pires. Marcelo graduated in Economics from Insper – Institute of Education and Research. Academic exchange at Columbia University in NY studying Economics, Computer Sciences and Social Sciences. Currently, Marcelo works as an Investment Analyst at Rafter Investimentos and has worked at Nucleo Capital Ltda. as an Equity Research Analyst – Buy Side.
Marcelo Tosto de Oliveira Carvalho	Board Member	04/27/2021
Marcelo Tosto de Oliveira Carvalho. Mr. Carvalho earned a bachelor’s degree in Business Administration from the School of Business Administration of the Armando Alvares Penteado Foundation (“FAAP”) in 1980. Since 2000 he has served as the Chief Financial and Administrative Officer at Empresa Amazonense de Transmissão de Energia S/A – EATE; Empresa Paraense de Transmissão de Energia S/A – ETEP; Empresa Norte de Transmissão de Energia S/A – ENTE; Empresa Regional de Transmissão de Energia S/A – ERTE; Empresa Catarinense de Transmissão de Energia S/A – ECTE; Empresa Brasileira de Transmissão de Energia S/A – EBTE; Sistema de Transmissão Catarinense S/A – STC; Companhia Transmissora de Energia Elétrica; Empresa Santos Dumont de Energia S/A – ESDE and Empresa de Transmissão Serrana S/A – ETSE.
Oswaldo Errerias Ortega	Board Member	04/27/2021
Oswaldo Errerias Ortega. Graduated in Economics and studied at CEADE/USP/Eletrobrás. He has 46 years of experience in the electricity sector. He has worked at CPFL, CESP, the Ministry of Mining and Energy and the National Committee of Energy in Brasília and, later, at TBE, as administrative officer and at ECTE as a financial and administrative advisor and financial and administrative manager of this group’s companies until March 31, 2012. He was CEO of Transchile, located in Santiago – Chile. He is currently an officer at the following companies: Empresa de Transmissão do Espirito Santo S.A. – ETES, Empresa de Transmissão de Energia do Mato Grosso S.A. – ETEM, Empresa de Transmissão de Várzea Grande S.A. – ETVG and Transmissora Matogrossense de Energia S.A. – TME.
Humberto Falcão Martins	Independent Board Member	04/27/2021
Humberto Falcão Martins Holds a degree in Administration (UnB, 1986), Master’s degree in Public Administration (EBAPE/FGV, 1995), Specializing in Public Policy and Government Management (Enap, 1996) and a Ph.d. in Administration (EBAPE/FGV, 2003). He has held executive positions in private companies and public administration, in particular in the Ministry of Administration and State Reform and in the Ministry of Planning, Budget and Management, where he was Secretary of Management, Brazilian delegate on the OECD Public Management Committee and President of the Public Management and Transparency Network for BID. He has been a specialist in Public Policy and Government Management throughout his career. He has taught undergraduate and graduate courses at higher education institutions for 20 years, in particular at the Getulio Vargas Foundation. He is currently a professor at EBAPE, the Dom Cabral Foundation and Government schools in Brazil and abroad. He is a speaker, writes publications and is a consultant for international organizations on issues relating to public management. He is Director at Instituto Publix, where, over the last 15 years, he has developed innovative methodologies and collaborated on leading initiatives to transform public administration.
Rogério Paulo Calderón Peres	Independent Board Member	04/27/2021
Rogério Paulo Calderón Peres Business Administrator graduated from the Fundação Getulio Vargas-SP and with a degree in Accounting Sciences from the Fundação Eiro – SP. Postgraduate courses: E-Business Education Series – Darden Graduate School of Business Administration at the University of Virginia; Summer Executive Business School Case Studies in Consumer and Retail Companies – University of Western Ontario, Canada; Business and Training Strategy and Organization, Personnel, Leadership and Transformation Orientation – Princeton University – Center for Executive Development Faculty; Management of Continuing Education and Professional Training – PWC Arundel, England; Finance and Investment Decisions – Analysis and Metrics – Getulio Vargas Foundation – SP – Executive Business Development; “Making Corporate Boards More Effective” at Harvard Business School in November 2013. Professional experience: Served from 1981 to 2003, as a partner at PricewaterhouseCoopers, in the fields of Audit, Tax and Consulting, and rendered services to Alpargatas, Bunge, Colgate, Danone, Johnson & Johnson, Klabin, Nestlé, Rhodia, Santista Textil, Seara, Syngenta and Votorantim. He served from 2003 to 2005 in Ultrafertil, Fosfertil and Fertifos as member of the Board of Directors. He was a member of the Audit Committees of Fundação Bunge, Bungeprev and Fosfertil. And he served as director of Bunge Brasil and Fertifos. Also in this period he was Vice President of Administration and Finance in the fields of legal, tax and information technology. He served from 2006 to June 2007 at the Bunge Group as leader of the project that created the Fomento Agrícola Comércio e Exportação S.A. joint venture between Bunge Ltd. and E.I. DuPont, where he served as Chief Financial Officer. He served from June 2007 to September 2007 in Unibanco – União de Bancos Brasileiros S.A. as a member of the Fiscal Council. He was Executive Director of Unibanco S.A. from September 2007 to October 2009. Between 2007 and 2008 he served as a member of the Fiscal Council of Company S.A. (currently Brookfield S.A.). He served from 2009 to 2014 in Itaú Unibanco S.A. as a director. He served from 2009 to 2014 in Itaú Unibanco Holding S.A. as a director. He served from 2013 to 2014 on Tecnisa S.A. A a member of the Board of Directors He served from 2014 to 2016 with the HSBC Group, as Chief Financial Officer and as a member of HSBC Finance Management Board and HSBC Latin America Managerial Committee. Mr. Rogério Paulo Calderón Peres sits on the Board as an Independent Member within the context of article 2.1 of the Level 2 Corporate Governance Regulations of the B3.
Ana Helena Godoy Pereira de Almeida Pires	Board Alternate Member	04/27/2021
Ana Helena Godoy Pereira de Almeida Pires. Graduated from Pace University, Lubin School of Business, New York, NY. Specialized in Financial Markets by New York University, School of Continuing Education, New York, NY. Ana Helena was assistant manager of Citibank NA – Private Banking Division, in the year 1990 and 1991, with the responsibility for the elaboration and implementation of the Customer Service Unit to the client. Since 2004 Ana Helena has been a Director of NGP and also was a member of the Company’s Board of Directors (Effective) until 2020.
Fernando Carvalho de Godoy Pereira	Board Alternate Member	04/27/2021
Fernando Carvalho de Godoy Pereira. Fernando is graduated in Business Administration at Fundação Getúlio Vargas (FGV EAESP) in 2017, with two specializations in Digital Marketing from São Paulo Digital School (2017) and ComSchool (2016). Fernando has 5 years of experience in investor relations and finance.
Carlos Manuel da Silva Graça	Board Alternate Member	04/27/2021
Carlos Manuel da Silva Graça. Carlos graduated in Electrical Engineering at the Instituto Tecnológico de Luanda (Angola) in 1975, having extensive experience in acting as Director of Implementation. Between the years 2012 and 2015, Carlos served as Implementation Director at Ferreira Gomes Energia S.A.. Currently, Mr. Carlos is Technical Implementation Director for several subsidiaries of Alupar, among them Transmissora Serra da Mantiqueira S.A. – TSM, Transmissora Paraíso de Energia S.A. – TPE, Transmissora Caminho do Café S.A. – TCC, Transmission Company Capixaba S.A. – ETC, Transmission Company Agreste Potiguar – ETAP, Água Limpa Energia S.A., and Verde 8 Energia S.A.

Board of Executive Officers

The executive officers of Alupar Investimento S.A. are the Company’s legal representatives and responsible for its day-to-day executive management. The implement the policies and guidelines and carry out the activities related to the Company‘s business, ensuring that that the decisions and directives established by the Board of Directors are observed.

According to the Company’s Bylaws of the Company, its board must be composed of up to six members elected by the board of directors for terms of office two years, with reelection permitted. The board of directors may remove any executive officer prior to the expiration of his or her term. Regardless of the election date, the respective terms of officers shall expire on the date of the general shareholders’ meeting called to review the financial statements relative to the last fiscal year of their duties.

The board of executive officers currently consists of: (i) the chief executive officer; (ii) the executive vice president and chief financial officer; (iii) the commercial and technical officer; and (iv) the investor relations officer.

The Brazilian Corporate Law stipulates that all members of the board of executive officers must reside in Brazil and may or may not be shareholders. Furthermore, no more than one-third of the positions on the board of directors may be occupied by executive officers.

Name	Position	Date Elected
Paulo Roberto de Godoy Pereira	Chief Executive Officer	05/10/2021
Paulo Roberto de Godoy Pereira.Mr. Pereira earned a degree in business administration from Mackenzie University. He has been Alupar’s chief executive officer since 2006. He was an alternate to the Social and Economic Development Council (CDES) from February of 2003 to June of 2004 and, since then, has become a regular board member. He was also president of the Brazilian Association of Infrastructure and Base Industries (ABDIB).
José Luiz de Godoy Pereira	Executive Vice President, Chief Financial, Administrative and Investor Relations Officer	05/10/2021
José Luiz de Godoy Pereira. Mr. Pereira earned a degree in civil engineering from Mackenzie University. He has worked for more than 17 years in the construction, infrastructure, and energy sectors. He worked as an engineer at Companhia Técnica, providing engineering and cable television services. He has served as vice president executive officer and chief financial officer at Alupar since July 11, 2007, and also served as investor relations officer from September 25, 2007 to November 7, 2011. On May 20, 2014, Mr. Pereira retook the position of Investor Relations Officer.
Ênio Luigi Nucci	Commercial and Technical Officer	05/10/2021
Ênio Luigi Nucci.Mr. Nucci earned a degree in electrical engineering from Mogi das Cruzes University. He has worked for more than 25 years in the infrastructure and energy sectors, including in executive management positions at Schahin Engenharia, Eletromontagens Engenharia and Companhia Técnica. Mr. Nucci has served as Alupar’s commercial and technical director since 2006.

Fiscal Council