Corporate Governance > Management and Board of Directors
Management and Board of Directors
The board of directors (conselho de administração) and the board of executive officers (diretoria) are responsible for the operation of BrasilAgro’s business.
BrasilAgro’s board of directors is responsible for establishing its long-term strategies and setting its general business policies and guidelines.
According to BrasilAgro’s By-laws, its board of directors shall elect, amongst its members, a minimum of three and a maximum of four directors to compose the executive committee and three directors to compose the compensation committee. Additionally, the Company’s By-laws allow its board of directors to create other committees or working groups with specific purposes, in addition to those already mentioned. These bodies are created for consultation purposes, being formed to advise and support BrasilAgro’s board of directors.
The Board is composed of nine members, of which three are independent. Below are the names of members and their respective biographies.
Eduardo S. Elsztain. Eduardo S. Elsztain is the chairman and has more than 20 years of experience in the real estate industry. He founded Consultores Asset Management (formerly called Dolphin Fund Management). He is Chairman of the Board of Cresud, IRSA, Alto Palermo S.A. - APSA and Shopping Palermo S.A., among other things. IRSA and Alto Palermo S.A. - APSA are the most diversified companies in the Argentinean real estate sector, operating in the commercial building, shopping center, hotel, apartment block and residential project areas, and they have a solid history. He is the Vice-president of Banco Hipotecário S.A. and of E-Commerce Latina S.A. Mr. Eduardo Elsztain is the brother of the director, second Vice-president and CEO of Cresud, Alejandro S. Elsztain. Mr. Eduardo Elsztain has a degree in Economics from the University of Buenos Aires. Mr. Elsztain owns 85% of Consultores Asset Management, the company that provides Cresud with consulting services.
Robert Gibbins, Robert Gibbins is Company´s Vice-chairman. Chief Investment Officer and Founder of Autonomy Capital. Robert established Autonomy in 2003. Prior to Autonomy, he spent 9 years as Head of Emerging Markets Proprietary Trading and as a European Government debt trader at Lehman Brothers. Robert started his career as a Fixed Income and FX derivative trader at JP Morgan. In 1992, Robert received a B.S. in Economics from the Wharton School at the University of Pennsylvania.
Alejandro G. Elsztain. Alejandro G. Elsztain serves as chairman of Inversiones Ganaderas S.A. He is also the second vice-chairman of IRSA, vice director-president of APSA and Shopping Alto Palermo S.A. - APSA and second vice director-president and main executive officer of Cresud. Alejandro Elsztain is the brother of the chairman of Cresud, Eduardo S. Elsztain. Mr. Alejandro Elsztain has a degree in Agricultural and Livestock Engineering from the University of Buenos Aires.
Gabriel Pablo Blasi. Gabriel Pablo Blasi holds a degree in business administration from the University of CEMA (Centro de Estudos Macroeconômicos Argentino) and a graduate degree in finance from the Austral University in Argentina. He started his career in 1989 at Citibank, where he was as a Senior Trader for 7 years. He then worked as treasurer at Buenos Aires Branch plc. and at Lloyds Bank plc. in Buenos Aires. He has over 20 years of experience in Investment Banking and Capital Markets, having worked at Banco Río (BSCH). He was the manager of Rio Valores Sociedad de Bolsa, CFO of the Carrefour Group in Argentina and of Goyaique SACIFIA. He is currently the CFO of the Cressud Group companies, IRSA and Alto Palermo.
Saul Zang. Saul Zang was the founder of the law firm Zang, Bergel e Viñes and the first vice-chairman of Cresud, IRSA, Alto Palermo S.A. - APSA and Shopping Palermo S.A., vice-chairman of Puerto Retiro e Fibesa and director of Banco Hipotecário S.A., Nuevas Fronteras S.A., Tarshop e Palermo Invest S.A. Mr. Zang received a degree in law from Universidad de Buenos Aires. Mr. Zang holds 15% of Consultores Asset Management, the company that renders advisory services to Cresud.
Isaac Selim Sutton. Isaac Selim Sutton holds a degree in economics from the University of São Paulo (USP). He was an executive officer at the Safra Group’s holding company from 1994 to 2009, where he participated in several privatizations and investments, as well as joint ventures in several sectors. He is currently a member of the Fiscal Council of Bardella S.A. Indústrias Mecânicas. From 1995 to 2008, he was a member of the Board of Directors, Alternate to the Chairman of the Board and Coordinator of the Audit Committee since its creation in 1997, at Aracruz Celulose S/A. He has also served on the Boards of the following companies: Bardella S/A., DPVAT S/A., Telenorte Celular, TIM Participações S/A., Veracel Celulose S/A., BR Properties S/A., Gevisa S/A and Celma S/A and on the Fiscal Councils of TIM Sul, Têxtil Renaux and TIM Nordeste.
João de Almeida Sampaio Filho, graduated in Economics from the Fundação Armando Álvares Penteado - FAAP in 1987 and owns farms in the states of Paraná, São Paulo and Mato Grosso. He has served as President of the National Natural Rubber Commission of the Brazilian Confederation of Agriculture (CNA) and President of the National Rubber Sector Chamber. Nominated by President Fernando Henrique Cardoso as a member of the National Agricultural Policy Council, he was President of the Brazilian Farmers’ Association (SRB) between 2002 and 2007 and is currently São Paulo State Secretary for Agriculture and Supply.
The executive officers are responsible for the day-to-day management of BrasilAgro’s business implementing the resolutions of its board of directors.
BrasilAgro’s executive officers are elected by the board of director for one-year term and re-election is permitted. Executive officers may be removed at any time.
Currently, Management is composed of four Executive Officers, whose biographies are found below.
Julio Toledo Piza. Julio Toledo Piza graduated in Agronomy Engineering from the Escola Superior de Agricultura Luiz de Queiroz (ESALQ) of the University of São Paulo at Piracicaba and has an MBA in Administration and Finance from Columbia Business School in New York. In addition to 8 years of field experience as an agronomy engineer, he has spent the last 6 years at McKinsey and Company in São Paulo, where he held several important positions.
Gustavo Javier Lopez . Gustavo Javier Lopez joined Cresud in 1999 as budget manager. Since 2004, he has served as budget manager of IRSA. Mr. Lopez has also worked for the Argentine company Estancias Unidas del Sud as its budget analyst and as accountant for Loma Negra. He received an accounting degree from the Universidade de Buenos Aires. His business address is the same as our headquarters.
André Guillaumon holds a bachelor’s degree in Agricultural Engineering from the Luiz de Queiroz Higher School of Agriculture (ESALQ/USP) at Piracicaba. In 1996, he began his career at Fertibrás S.A., where he worked directly in preparing and implementing fertilizer production and sales strategies. Mr. Guillaumon also represented Fertibrás S.A. in technical forums, such as the 25th International Fertilizer Management Seminar (Chicago, USA) and at the Fertilizer Quality Commission (ANDA).
Mario Aguirre Graduated in Agronomy Engineering from the Universidade Nacional do Centro do Estado de Buenos Aires. In 1987, he began his career at La Macedônia as the property´s General Manager. He continued his professional trajectory as Production Officer at La Morocha S.A. and Agroedera S.A. In 1999, he joined Cresud as Head of the Agriculture Unit.
José Humberto Prata Teodoro Júnior Mr. Teodoro initiated its carrier in 2002 in investment banking at Bank of America, afterwards he was an associate at CVF Finanças e Investimentos a consultancy boutique specialized in financial and economic analysis that has as it managing partner Prof. Cláudio Furtado. Prior to joining BrasilAgro José Humberto founded a systematic hedge fund focused on identify major trends in Brazilian derivatives markets called Sparta SLW Fundo de Investimento Multimercado. Mr. Teodoro holds a BA degree in Business Administration from Fundação Getúlio Vargas of São Paulo (FGV-SP).
Under Brazilian Corporate Law, the Conselho Fiscal, or fiscal council, is a corporate body independent of the management and the company’s independent accountants. The primary responsibilities of the fiscal council are monitoring management activities, reviewing the company’s financial statements, and reporting its findings to the company’s shareholders. The fiscal council may be either permanent or non-permanent, in which case it will be created at the request of shareholders representing at least 10% of the voting shares to act by the first annual meeting held subsequently to its creation.
Under BrasilAgro’ bylaws, its fiscal council is permanent and composed of a minimum of three and a maximum of five members and their respective alternates.
Under Brazilian Corporate Law, BrasilAgro’ fiscal council may not include members that are in its board of directors, are in the board of executive officers, are employed by the Company or a controlled company or a company under common control with BrasilAgro; or are spouses or up to third-degree relatives of any member of BrasilAgro’ management.
Renato Parreira Stetner (sitting member elected by the controlling shareholder). Renato Parreira Stetner has a bachelor of laws degree from University of São Paulo and completed a master’s degree in Law from the University of Pennsylvania. He is a partner at Castro, Barros, Sobral, Gomes Advogados, specializing in the areas of Administrative/Regulatory, Antitrust, Foreign Trade, Telecommunications and Corporate Law. In the corporate area, he acts in the acquisition of assets or controlling stakes, due diligence, shareholders’ agreements, joint-ventures and corporate restructuring.
Tiago Franco da Silva Gomes (alternate member elected by the controlling shareholder).Tiago Franco da Silva Gomes holds a law degree from the Law School at the University of São Paulo (USP) and is currently coursing a master’s degree in Commercial Law at the same university. He is a lawyer at the firm Castro, Barros, Sobral, Gomes Advogados, where he advises both national and international clients, specializing in mergers and acquisitions, corporate restructurings and commercial agreements.
André Gomes de Oliveira (sitting member elected by the controlling shareholder).André Gomes de Oliveira holds a Law degree from the State University of Rio de Janeiro (UERJ), completed a graduate program on Corporate Law at the Pontifical Catholic University of Rio de Janeiro (PUC-RJ) and is currently taking a Master’s degree in Tax Law at the Candido Mendes University. He is a partner of the law firm Castro, Barros, Sobral, Gomes Advogados, where he heads the tax department. He has extensive experience in tax consulting and planning, as well as international taxation, having advised Brazilian and foreign companies on structuring their investments in Brazil and abroad. He is a member of the International Fiscal Association.
Anna Cecilia R. da Costa (alternate member elected by the controlling shareholder).Anna Cecilia R. da Costa holds a Law degree from Mackenzie Presbyterian University and a Master’s in Law from the University of Paris II - Panthéon-Assas. She is a lawyer at the firm Castro, Barros, Sobral, Gomes Advogados, in the corporate law, infrastructure and antitrust areas. In the corporate law area, she works with company and asset acquisitions, due diligence, shareholders’ agreements, joint ventures and corporate restructurings, advising national and foreign clients. She has also worked for the law firm Baker & McKenzie, in Paris.
Christiano Ernesto Burmeister (sitting member elected by minority common shareholders). Mr. Burmeister has a bachelor’s degree in business administration and electronic engineering from Mackenzie University. He works with corporate governance and coaching at GBS Consultoria, a company he has owned since March 2010. Previously, he served as a member of the Fiscal Council of VALE Fertilizantes from May 2012 to April 2012. From January 2006 to March 2010, he was the Assistant Director of the CEO and CEO of IHARA S.A., where he has served as a member of the Board of Directors since April 2004. Mr. Burmeister was also a member of the Board of Directors of Solucia in 2005, and the Vice-CEO of BASF South America and the Agrobusiness Officer of BASF Southern Cone. He is also a member of the Fiscal Council of Mahle and a member of COSAG (FIESP‘s Superior Agribusiness Committee).
Alexandre Luiz de Oliveira de Toledo (alternate member elected by minority common shareholders). Mr Toledo holds a law degree from the Law School at the Universidade de São Paulo. He has over years of work experience with financial institutions, particularly capital markets. Mr.Toledo has worked in the legal department of Bradesco e Schahin Cury S/A, among other banks and has been a member of the fiscal council of several companies such as Sabesp, Ripasa, Plascar, UOL and others.