The Board of Directors shall be made up of at least 5 members, of which at least 20% should be Independent Members in compliance with the Novo Mercado Listing Rules. The members are elected in the General Meeting for a one-year term and reelection is allowed. The Board of Directors’ meetings are held every month or whenever called by the Chairman, Vice-Chairman, or by three members, and the minutes of the meetings are disclosed to the public.
It is up to the Board of Directors to define Cyrela's general policies and guidelines, assess the plans and projects proposed by theBoard of Executive Officers, and measure the results achieved. The responsibilities of the Board include electing and dismissing members of the Board of Executive Officers and monitoring their management practices.
According to its Bylaws, Cyrela's Board of Executive Officers is composed of up to six members elected by the Board of Directors for a term of three years and may be discharged at any moment.
The elected officers are the Company's legal representatives in charge of carrying out the business strategy set by the Board of Directors, of designing plans and projects, and they are responsible for the Company’s operational and financial performance.
|Antonio Carlos Zorzi||05/08/2017||05/08/2020|
|João Cesar de Queiroz Tourinho||04/28/2016||04/28/2018|
|José Guimarães Monforte||07/17/2017||04/28/2018|
|Paulo Eduardo Gonçalves||05/08/2017||05/08/2020|
|Miguel Maia Mickelberg||05/08/2017||05/08/2020|
|Rogério Frota Melzi||04/28/2016||04/28/2018|
|Number of members||7||5||2|
The Statutory Audit Committee is independent from the Company's management and independent auditors. Its main duties are to oversee management’s activities, review the Company’s financial statements and report any errors, fraudulent acts or crimes of which it is aware to the management bodies and the General Meeting, as well as its conclusions directly to the shareholders.
The Statutory Audit Committee is established upon request by shareholders representing at least 2% of all voting shares, remains active for a specified business year and is disbanded at the first Annual General Meeting following its establishment. The Company’s Statutory Audit Committee is not active at the moment.
It should be composed of 3 to 5 members and their respective alternates. In compliance with Law 6404/76 (Brazilian Corporations Law), its members may not belong to the Board of Directors, the Executive Board or the staff of any subsidiary or parent company, or be related with members Company's management up to the third degree of consanguinity.