The board of directors of Banco Indusval S.A., in accordance with its bylaws, is composed of at least six and at most ten members who are shareholders of the Bank and are elected by the shareholders at the annual general meeting. The directors hold two-year mandates, which last for the period between two annual general meetings of shareholders. Directors may be re-elected. The Bank does not have any agreement with any member of the Board of Directors that grants any type of benefit from the time this member ends its activities in the Board of Directors.
Meetings of the board of directors are convened by the Chairman of the board and should be called at least four times a year in the ordinary course of business and, extraordinarily, whenever necessary. The bank's board of directors is responsible for deciding guidelines and general policies for the business, defining, supervising and monitoring the activities of the officers, selecting independent auditors and implementing and supervising internal auditing, in complying with its duty to care for the accuracy of the financial information disclosed.
Board Members (click on the names to view the curriculum)
Economist graduated from Universidade Presbiteriana Mackenzie, he is one of leaders of financial national community. He took up leading positions in the following financial institutions: Banco Bozano, Simonsen, where he began his career in 1970 as a trainee, working until 1984, when he was General Manager – São Paulo region; Banco Multiplic, from 1985 to 1995, where he was Executive Officer and CEO; Multiplic Corretora de Valores Mobiliários, between 1997 to 1999, where he was partner and CEO. From December 1999 to April 2003, with the merger of Multiplic Corretora with Banco Stock Máxima, he was appointed CEO and partner of Banco Multistock, Multistock S.A Corretora de Câmbio e Valores, Máxima Promotora de Vendas Ltda. and Máxima Financeira – Crédito, Financiamento e Investimento S.A. In 2003, with the merger with Banco Indusval S.A., he became the President of the Executive Board of Banco Indusval Multistock, and also one of its controlling shareholders. He also took important management positions at representative entities of the financial market including: Director (1987 to 1990) and President (1990 to 1992) of ANBID (National Association of Investment Banks); Executive Officer (1989 to 1995) of the Brazilian Federation of Banking Associations (FEBRABAN); Vice-Chairman (1999 to 2003) of the Board of Directors of CBLC (Brazilian Liquidity and Custody Company); Vice-Chairman (1994 to 1997) of the Board of Directors of the BM&F (Brazilian Mercantile and Future Exchange); Chairman of Board of Directors of BM&F (1997 to May/2008) and member of Board of Directors of BM&FBOVESPA S.A. (Stock, Mercantile and Futures Exchange) (Jul/2008 to May/2009) and of several representative institutions in the market and the community: Fundo Garantidor de Crédito (FGC), Conselho Empresarial Brasil-China, CEAL – Conselho de Empresários da América Latina, Consagro – Conselho do Agronegócio, Conselho Gestor de Inteligência do Café, COSEC – Conselho Superior de Economia do Instituto Roberto Simonsen, Adeval – Associação das Empresas Distribuidoras de Valores and Chairman of the Board of Directors of Associação Nacional das Corretoras de Valores, Câmbio e Mercadorias – ANCOR. He also takes part in the Board of Directors, Advisory Councils or Management of several cultural, sports and philanthropic entities.
Graduated in Economy from Universidade Presbiteriana Mackenzie in 1973. He started his career at Indusval S.A. Corretora de Títulos e Valores Mobiliários (brokerage house), working in several areas, such as: portfolio management, investment clubs management, Stock and Mercantile Exchange trader (Bovespa and BM&F), developing a solid experience, contributing and participating in the structuring of projects in these areas. In 1980, he was elected Executive Officer of the bank, being responsible for the development, implementation and management of several activities of the brokerage house. In 1991, when Banco Indusval started its operations, he was named Executive Officer, still his current position. Mr. Ciampolini is also part of Banco Indusval’s controlling shareholders group and member of the Board of Directors from March 2008.
Studied Economy for 3 years at Faculdades Integradas Benett after which he fully dedicated to the financial market where he operates since 1972. His education was complemented through participation in bourse dealing and trading courses at IBMEC and FGV. He began his career at Marcelo Leite Barbosa Corretora and, in 1973, he became partner of Vetor Corretora. In 1975, he founded Stock Corretora de Câmbio e Valores, being its CEO and major shareholder. He also founded Stock Distribuidora de Valores Mobiliários converted, in 1989, into Banco Stock S.A. which was later merged to Máxima Corretora and Multiplic Corretora, becoming in Banco Multistock S.A. In 2003, Banco Multistock merged with Banco Indusval and was named Banco Indusval Multistock when he took office as Executive Officer and was elected member of Board of Directors in 2008. In 2006, he founded Stock Asset Management Admnistração e Gestão de Recursos Ltda. where he is Director to the present.
Graduated in Business Management (1974) by Escola de Administração de Empresas de São Paulo at Fundação Getúlio Vargas, where he lectured from 1975 to 1979 in the finance department. He began his career with Indusval Corretora de Títulos e Valores Mobiliários in 1971. He was appointed as an officer in 1973 and in 1988 he was elected CEO, serving until May 2008. He was a member of the Board of Directors of the São Paulo Stock Exchange - BOVESPA in the period from 1980 to 1981 and from 1987 to 1992. He was also a member of the Board of the Mercantile and Futures Exchange - BM&F from 1986 to 1991, in which period he acted as Chairman, and again from 1998 to 2003. He was CEO of Banco Indusval S.A. in the period from 1998 until 2003, by the time of the merger with Banco Multistock. Since then, he is Chairman of Banco Indusval Multistock, Managing Officer, and part of the controlling group. He is also a Director at the Brazilian Association of the Financial and Capital Markets Institution (ANBIMA).
Degree in Law by the Universidade de São Paulo (USP), in Economy by FAAP, master in Law by the University of California – Berkeley. He started his career in 1979, as lawyer at the well-known traditional law firm Pinheiro Neto Advogados, in the mergers and acquisitions area. He was co-founder and CEO of Banco Patrimônio (joint-venture with Salomon Brothers). In 1999, he leaded the sale of Banco Patrimônio to Chase Manhattan, then acting as Managing Director in the Brazilian subsidiary. After the acquisition of JP Morgan by Chase, he moved to New York, where from 2001 to 2003 he headed the international equities team covering Europe, Asia, South Africa, Latin America and Australia. He was also co-founder of CPM Braxis S.A., and is currently its Vice-Chairman and shareholder. Additionally, he is a managing shareholder of Sertrading S.A and Vice-Chairman of Brascom (National Association of IT Companies) and member of the Board of Directors of Vale Fertilizantes S.A. He is the founder and the CEI of "Casa do Saber" and General-Coordinator of Educations Partners Association.
Business Management degree by Universidade Presbiteriana Mackenzie, he worked for four decades at Alcoa Group, from 1969 when he was hired by the Brazilian subsidiary. He took diverse positions in the Financial and Planning areas before being nominated CEO of Alcoa Alumínio in 1979, Vice-CEO for Latin America from 1982 to 1991 and CEO from 1991 to 1994, when he became Vice—CEO for Alcoa Inc. He was the main executive of Alcoa Inc. from May 1999 to May 2008, when he was nominated Chairman of the Board of Directors. Currently, he is an independent member in the Board of Directors of Renault S.A., Citigroup, Inc. and International Business Machines Corp. (IBM), additionally to participating and managing a series of associations and institutions, in Brazil and abroad, tied to education and philanthropy. Mr. Belda is the CEO of Warburg Pincus LLC and heads the investments of this private equity fund in Latin America since 2009.
Business Manager, graduated at Fundação Getúlio Vargas, in 1974. We worked in the financial market and in the equipment and machinery industry from 1969 to 1979. In November 1979 we started his period at Cotia Trading, a leading foreign trade enterprise. He headed the business of the most important market for the company – Nigeria – for 8 years, living the country for 4 years. He worked for Cotia during 21 years in various Jobs in Brazil and abroad. From 1994 to April 2000, he was the Sales Vice-President of Cotia Trading, taking the Company to the position of second largest importer in the country, with circa US$ 4 billion/year volume. In the second half of 2000, he founded Sertrading S/A together with Paulo de Brito and, in 2002, Serlac Trading S/A, a milk products subsidiary. In 2006, he co-founded Braxis S/A, currently denominated CPM Braxis S/A, one of the largest IT service providers in Brazil, and becoming a member of its Board of Directors. Currently, he is CEO of Sertrading Group companies that consolidate sales close to R $ 1.6 billion/year. He also a member of CONEX – A Consulting Board for the Private Sector at CAMEX – The Brazilian Foreign Trade Chamber, that is tied to the Federal Government by means of the Ministry of Development, Industry and Foreign Trade (MDIC). Mr. de Goeye is also an officer at Brazil-China Entrepreneurial Council.
Degree in Production Engineering by Escola Politécnica Universidade de São Paulo, in 1975, Economy and Politics by Macalester College - Minneapolis/USA, in 1974, and “Beef Cattle in the Tropics” at James Cook University, Townsville/Australia, in 1976. He started his career as an investment analyst at Banco Noroeste. At Bahema S/A he acted in diverse areas from 1976, from financial manager to CEO and, currently, he is CEO of Bahema Participações S/A. He was a member of the Board of Directors of various companies such as Unibanco, Unibanco Holding, Submarino, B2W, Santista Têxtil and Avipal from 1998 to 2010. He is a member of the Board of Directors of Sulamerica Seguros, Pão de Açúcar, Tavex, Eternit and Arezzo. He is also a member of the Consulting Board of Signatura Lazard and Rio Bravo Investimentos, since 2006.
Accountant by Faculdade de Ciências Econômicas de São Paulo, from Fundação Álvares Penteado, in 1969. Mr. Iorio has a vast experience in financial institutions and insurance companies (in financial statements auditing; mergers and acquisitions and forensic accounting). Former partner of KPMG Brazil, and member of the Executive Committee in the last 12 years, where he worked from 1966 to 2005. He was the responsible partner for the auditing process of various financial institutions and insurance companies, such as: Itaú, Bradesco, Bandeirantes, Deutsche Bank, Banco Sofisa, Banco Paulista, AGF Seguros, Tokio Marine Seguradora, Yassuda Seguros, among other. He is a financial institutions specialist member in the Brazilian Independent Auditors Institute (IBRACON), where he participated in the elaboration of accounting and auditing rules in partnership with the Central Bank of Brazil. He was elect member of the Regional Accounting Board of the State of São Paulo (CRC-SP) for the 2006/2007 period, as coordinator of the Internal Controls Chamber, which activities include the supervision of the accounting and internal controls procedures. He is also the President of the Auditing Committee of the insurance companies: Tokio Marine Brasil Seguradora S.A. and Tokio Marine Seguradora S.A. He is a member of the audit committee of Sul América Companhia Nacional de Seguros and Sul América Seguros de Vida e Previdência S.A. and Managing Officer of KPMG PREV – Sociedade de Previdência Privada.
According to the Brazilian corporation law, the fiscal council is an independent management body from the Bank and external auditors. The fiscal council may be permanent or not. If the fiscal council is not permanent it shall be installed by the request of shareholders representing at least 0.1 (one tenth) of the voting shares, or 5% (five) of the shares with not voting rights, and each period in office ends by the first ordinary general meeting after its installation.
The main responsibilities of the fiscal council are to audit the Bank's management, review the Bank's financial statements and report their conclusions to the Bank's shareholders. The Brazilian corporation law requires that the fiscal council members shall receive remuneration not lower than 10% of the average remuneration of the board of directors.
Banco Indusval S.A. bylaws provide for a non permanent fiscal council to be installed at the request of the Bank's shareholders.
Fiscal Council Members
Francisco de Paula dos Reis Junior - Effective Member
Jairo da Rocha Soares - Effective Member
João Verner Juenemann - Effective Member
Banco Indusval executive board is composed of at least four and at most eleven members elected and dismissible at any time by the board of directors all serving a term of two years, considered year the period between the first meetings of the Board of Directors held after the annual general meetings of shareholders for each fiscal year, with re-election permitted.
The bank's officers are responsible for the daily management and implementation of the guidelines and general policies established by the board of directors. The responsibilities of the management include the supervision of compliance of the applicable legislation and of the decisions of meetings of shareholders and Executive Board.
Executive Board Members
Jair Ribeiro da Silva Neto - Co-CEO
Luiz Masagão Ribeiro - Co-CEO
André Jacintho Mesquita - Vice-President Officer
Gilberto Barshad Faiwichow - Vice-President Officer and Investor Relations Officer
Cláudio Roberto Cusin - Executive Officer
Jair da Costa Balma - Executive Officer
Ethics Committee, by delegation of the Compliance Committee, focuses on handling of ethical behavior in the Institution. Among its attributions, stands out the periodic review of the Code of Ethics and the monitoring of eventual violations that must be promptly communicated to senior management. Meetings are held at least twice a year, and whenever it becomes necessary to hold a meeting. Members are: the Superintendents for Human Resources (coordinator), Administration, Legal and Compliance & Information Safety.
IT and information safety policies are developed by this Committee. Its duties include setting rules for information use to ensure its protection and guaranteeing managers', employees', and service providers' compliance with its policies and procedures. This Committee is also responsible for discussing and planning activities and investments to ensure the maintenance of safety and agility levels in line with the Bank's growth speed. The IT and Safety Committee meets on a monthly basis and is composed by: the Co-Chief Executive Officer, the Brokerage House Officer, the Superintendents for Administration, Compliance & Information Safety, and IT; the Managers for Systems Development (IT), Infrastructure, Projects and Controlling Department; and the Information Safety Coordinator.