Councils and Board

Compass Gás & Energia S.A.’s Bylaws set out that the Board of Directors shall consist of, at least, five and, at most, 20 sitting members, elected by shareholders in a general meeting for a two-year term of office, and re-election is authorized.

During periods of absence or temporary impediment of a member of the Board of Directors, his duties shall be performed by another board member, to whom powers have been granted, in case of no grant, by a sitting board member elected by other board members to assume his duties. In case of absence or temporary impediment of Chairman of the Board of Directors, his duties shall be performed by Vice Chairman, and during his absence, his duties shall be performed by a sitting board member appointed by other board members.

The Board of Directors is a joint committee, liable for, amongst other duties, setting out the guidelines and general policies of the Company’s businesses, overseeing officers’ management, monitoring the implementation of policies and guidelines established, and hiring the independent auditors.

 

Board of Directors

Name Position Election Date End of Term
Rubens Ometto Silveira Mello Chairman 07/30/2020 07/30/2022

Mr. Mello has over 40-year experience in large companies management, accumulated in the administrative and financial areas. Besides all positions held at Cosan Group, especially as Chairman of the Board of Directors of Cosan Limited, Cosan S.A., and Cosan Logística S.A., he also holds the position of board member at UNICA – Union of Sugarcane Agroindustry of the State of São Paulo. Before joining Cosan Group, Mr. Mello, from 1971 to 1973, served as an advisor at the executive board of UNIBANCO – União de Bancos Brasileiros S.A. and from 1973 to 1980, he served as a Chief Financial Officer at Indústrias Votorantim S.A.

Marcelo Eduardo Martins Vice-Chairman 07/30/2020 07/30/2022

Mr. Martins holds a degree in business administration from Getúlio Vargas Foundation, specialized in finance. Mr. Martins joined Cosan Group in July 2007, as an executive of Aguassanta Participações S.A., currently, he holds several positions in the Group, particularly as a member of the board of directors of Cosan Limited, Chief Financial and Investor Relations Officer of Cosan Limited; Chief Financial and Investor Relations Officer and Vice Chairman of the board of directors of Cosan S.A. and Cosan Logística S.A. Mr. Martins served as a Chief Financial and Business Development Officer at Votorantim Cimentos between July 2003 and July 2007. Previously, he headed the Latin American fixed income department of Salomon Smith Barney in New York.

Luis Henrique Cals de Beauclair Guimarães Board Member 07/30/2020 07/30/2022

Mr. Guimarães holds a degree in Statistics, with an MBA in Marketing. Current Chief Executive Officer of Cosan S.A., Mr. Guimarães served as Chief Executive Officer of Companhia de Gás de São Paulo (Comgás), from April 2013 to December 2015. In April 2015, he cumulated positions as Investor Relations Officer at Comgás and Officer at Distribuidora de Gás Participações S/A, a company of Cosan S.A. Mr. Guimarães was the Commercial Vice President of Raízen between 2011 and 2012 and Chief Executive Officer of Raízen from April 1, 2016, until April 1, 2020. Previously, he held several positions at Shell in Brazil, the United States, and England.

Nelson Roseira Gomes Neto Board Member 07/30/2020 07/30/2022

Mr. Neto holds a degree in Engineering (1992), with a master’s degree in Corporate Finance (1998) and a Master of Business Administration (2001). Currently, Mr. Neto is the Chief Executive Officer of Comgás. Until April/2016, he served as Chief Executive Officer of Cosan S.A. After the acquisition of Exxon Mobil’s assets by Cosan in 2008, he became Chief Executive Officer of Cosan Lubrificantes (fuel and lubricants sector), a position held until 2014, when he became an executive officer at Cosan S.A., a position held until taking office as Comgás’ officer in January/2016.

Fernanda de Arruda Camargo Independent Board Member 08/28/2020 07/30/2022

Ms. Arruda Camargo has 26 years’ experience in the financial markets, 18 of which she spent in wealth management. She is the founder of Wright Capital Wealth Management. Until 2014, she was a wealth management partner at Vinci Partners. From 2003 to 2010 she was a partner at Gávea Arsenal Gestão de Patrimônio. From 1994 to 1995, she worked in Merrill Lynch’s private bank in San Francisco, California. From 1995 to 2001, she was responsible for the distribution of capital markets products, treasury and structured products to companies and institutional clients at Deutsche Bank. From 2001 to 2002, she worked in the global markets division of Standard Bank. She is the president of the board of Instituto Iguá de Sustentabilidade. She was one of the founders of the LiveWright Institute, an organization dedicated to the management of olympic sports in Brazil. She is a member of the board of Atletas pelo Brasil, an NGO. She holds a bachelor’s degree in economics from the Pontifical Catholic University of São Paulo (PUC) and a postgraduate degree in corporate finance from the University of California, Berkeley.

Jorge Celestino Ramos Independent Board Member 08/28/2020 07/30/2022

Mr. Ramos has 36 years’ experience in the oil, natural gas and energy sectors, having occupied several executive positions in supply, natural gas and energy, and distribution. He was the executive director of the refining and natural gas and supply divisions of Petrobras from 2015 to 2018. He has held several positions as senior executive in Petrobras in the supply chain, refining, operations and logistics, marketing and commercialization of fuels divisions for the B2B market. He also served on the boards of Transpetro, Gaspetro, Petrobras Distribuidora, Petrobras Biocombustíveis and Logum from 2014 to 2018. He holds a bachelor’s degree in chemical engineering from the University of the State of Rio de Janeiro, a postgraduate degree in oil processing engineering from Petrobras University, a postgraduate degree in sugar and ethanol production technology from COPPE-UFRJ, an MBA in business administration from FGV/ISAE and an MBA in marketing from ESPM. In 2019, he completed the course for members of boards of directors at IBGC.

Executive Officers

Name Position Election Date End of Term
Nelson Roseira Gomes Neto Chief Executive Officer 07/30/2020 07/30/2022

Mr. Neto holds a degree in Engineering (1992), with a master’s degree in Corporate Finance (1998) and a Master of Business Administration (2001). Currently, Mr. Neto is the Chief Executive Officer of Comgás. Until April/2016, he served as Chief Executive Officer of Cosan S.A. After the acquisition of Exxon Mobil’s assets by Cosan in 2008, he became Chief Executive Officer of Cosan Lubrificantes (fuel and lubricants sector), a position held until 2014, when he became an executive officer at Cosan S.A., a position held until taking office as Comgás’ officer in January/2016.

Rafael Bergman Chief Financial Officer and Investor Relations Officer 07/30/2020 07/30/2022

Mr. Bergman holds a degree in Economics from the Pontifical Catholic University of Rio de Janeiro (1998) and a master’s degree in finance from the London Business School (2004). Mr. Bergman joined the Shell Group in 1999 and held finance and M&A positions in Brazil, England, and the Netherlands. In 2011, Mr. Bergman participated in the creation of Raízen (Cosan/Shell joint venture), where he served as Treasury, Controllership, and Financial Planning Officer. In 2016, Mr. Bergman joined Comgás’ board of executive officers and served as Chief Financial and Investor Relations Officer, Operations and Services Officer, and now is the Strategy and Market Officer.

Ricardo Niemeyer Hatschbach M&A and New Business Officer 07/30/2020 07/30/2022

Mr. Hatschbach holds a degree in Mechanical Engineering from the Federal University of Rio de Janeiro (2003), an executive MBA in Finance from IBMEC (2007) and took an executive course of the General Management Program at the Harvard Business School (2018). Mr. Hatschbach joined Cosan Group in April 2019, as Gas New Business Officer. Previously, we served as Corporate & Investment Banking Senior Officer at ABN AMRO Bank in Amsterdam/Netherlands, from September 2015 to February 2019; and as Corporate & Investment Banking Vice President at ABN AMRO in Brazil, in January 2014. Mr. Hatschbach was O&G Banker at Grupo Brasil Plural (currently, Grupo Plural) between September 2010 and August 2013. Previously, he worked as a buy-side analyst at Gávea Investimentos and held several positions at Shell Group in Brazil.

Audit Committee

Name Position Election Date End of Term
Luis Claudio Rapparini Soares Independent Member 08/31/2020 08/31/2022

Mr. Rapparini Soares has been an executive for approximately 32 years, having worked in various roles in the financial and internal auditing divisions of the British American Tobacco Group and Royal Dutch Shell, and having lived and worked in five countries in four continents. He was the CFO of Souza Cruz S.A. between 2006 and 2010, the CFO of the Raizen Group between 2011 and 2014 and the chief internal auditor of Royal Dutch Shell between 2014 and 2018. He has participated in several executive development programs held by Wharton, Kellogg, Insead and IMD. He is a member of the board of directors of the CCR Group, in addition to being the Group’s auditing and compliance committee coordinator and a member of its finances and results committee.

Jorge Celestino Ramos Independent Member 08/28/2020 08/28/2022

Mr. Ramos has 36 years’ experience in the oil, natural gas and energy sectors, having occupied several executive positions in supply, natural gas and energy, and distribution. He was the executive director of the refining and natural gas and supply divisions of Petrobras from 2015 to 2018. He has held several positions as senior executive in Petrobras in the supply chain, refining, operations and logistics, marketing and commercialization of fuels divisions for the B2B market. He also served on the boards of Transpetro, Gaspetro, Petrobras Distribuidora, Petrobras Biocombustíveis and Logum from 2014 to 2018. He holds a bachelor’s degree in chemical engineering from the University of the State of Rio de Janeiro, a postgraduate degree in oil processing engineering from Petrobras University, a postgraduate degree in sugar and ethanol production technology from COPPE-UFRJ, an MBA in business administration from FGV/ISAE and an MBA in marketing from ESPM. In 2019, he completed the course for members of boards of directors at IBGC.

Pedro Antonio Martins Aparicio Independent Member 08/31/2020 08/31/2022

Mr. Martins Aparicio is the CFO of Gramado Parks, a Brazilian real estate, hospitality and entertainment company. For the last 17 years, he has worked in finance at investment banks in Brazil and abroad, family groups and corporations. From 2012 to 2015, he was the treasurer and investor relations officer of Raízen S.A. From 2015 to 2018, he was an independent board member of the Luxor Group. From 2016 to 2020, he was a finance director at CVC Brasil, responsible for the investor relations, treasury, FP&A and M&A divisions. He holds a bachelor’s degree in economics from the Pontifical Catholic University of Rio de Janeiro (PUC-Rio) and a postgraduate executive degree from Harvard Business School.

People Committee

Name Position Election Date End of Term
Nelson Roseira Gomes Neto Member 07/30/2020 07/30/2022

Mr. Neto holds a degree in Engineering (1992), with a master’s degree in Corporate Finance (1998) and a Master of Business Administration (2001). Currently, Mr. Neto is the Chief Executive Officer of Comgás. Until April/2016, he served as Chief Executive Officer of Cosan S.A. After the acquisition of Exxon Mobil’s assets by Cosan in 2008, he became Chief Executive Officer of Cosan Lubrificantes (fuel and lubricants sector), a position held until 2014, when he became an executive officer at Cosan S.A., a position held until taking office as Comgás’ officer in January/2016.

Elisângela Ferreira Martins Member 07/30/2020 07/30/2022

Mrs. Martins holds a degree in psychology with an MBA from Unifesp and Dom Cabral Foundation. Mrs. Martins has over 20-year experience in Human Resources and worked at Alcoa and Kimberly-Clark. Mr. Martins has been working at COSAN Group since 2010, she held different positions at Raízen and Cosan S.A., and in 2018, she took the office of a non-statutory officer of Comgás Human Resources.

Maria Rita de Carvalho Drummond Member 07/30/2020 07/30/2022

Mrs. Drummond served as legal manager at Cosan S.A. from 2008 to 2011, and as a legal officer from 2011 until April 2020, when she became Legal Vice President of Cosan S.A., Cosan Logística S.A., and Cosan Limited. Mrs. Drummond worked at the law firm Barbosa, Mussnich e Aragão, she was also a manager at BAT Latin America, holding company of Souza Cruz S.A., based in London. Mrs. Durmmond holds a degree in Law from the Pontifical Catholic University of Rio de Janeiro – PUC (2002), with graduate studies in Civil Law from the State University of Rio de Janeiro – UERJ (2003) and master’s degree in international law from the London School of Economics – LSE (2004-2005). She was appointed by the Brazilian Association of Publicly-held Companies (ABRASCA) for the National Financial System Appeal Council (CRSFN), with a term of office from 3/22/2019 to 3/22/2022.

Marcelo Eduardo Martins Chairman 08/31/2020 07/30/2022

Mr. Martins holds a degree in business administration from Getúlio Vargas Foundation, specialized in finance. Mr. Martins joined Cosan Group in July 2007, as an executive of Aguassanta Participações S.A., currently, he holds several positions in the Group, particularly as a member of the board of directors of Cosan Limited, Chief Financial and Investor Relations Officer of Cosan Limited; Chief Financial and Investor Relations Officer and Vice Chairman of the board of directors of Cosan S.A. and Cosan Logística S.A. Mr. Martins served as a Chief Financial and Business Development Officer at Votorantim Cimentos between July 2003 and July 2007. Previously, he headed the Latin American fixed income department of Salomon Smith Barney in New York.

Strategic and ESG Committee

Name Position Election Date End of Term
Fernanda de Arruda Camargo Chairman 08/31/2020 08/31/2022

Ms. Arruda Camargo has 26 years’ experience in the financial markets, 18 of which she spent in wealth management. She is the founder of Wright Capital Wealth Management. Until 2014, she was a wealth management partner at Vinci Partners. From 2003 to 2010 she was a partner at Gávea Arsenal Gestão de Patrimônio. From 1994 to 1995, she worked in Merrill Lynch’s private bank in San Francisco, California. From 1995 to 2001, she was responsible for the distribution of capital markets products, treasury and structured products to companies and institutional clients at Deutsche Bank. From 2001 to 2002, she worked in the global markets division of Standard Bank. She is the president of the board of Instituto Iguá de Sustentabilidade. She was one of the founders of the LiveWright Institute, an organization dedicated to the management of olympic sports in Brazil. She is a member of the board of Atletas pelo Brasil, an NGO. She holds a bachelor’s degree in economics from the Pontifical Catholic University of São Paulo (PUC) and a postgraduate degree in corporate finance from the University of California, Berkeley.

Luis Henrique Cals de Beauclair Guimarães Member 08/31/2020 08/31/2022

Mr. Guimarães holds a degree in Statistics, with an MBA in Marketing. Current Chief Executive Officer of Cosan S.A., Mr. Guimarães served as Chief Executive Officer of Companhia de Gás de São Paulo (Comgás), from April 2013 to December 2015. In April 2015, he cumulated positions as Investor Relations Officer at Comgás and Officer at Distribuidora de Gás Participações S/A, a company of Cosan S.A. Mr. Guimarães was the Commercial Vice President of Raízen between 2011 and 2012 and Chief Executive Officer of Raízen from April 1, 2016, until April 1, 2020. Previously, he held several positions at Shell in Brazil, the United States, and England.

Nelson Roseira Gomes Neto Member 08/31/2020 08/31/2022

Mr. Neto holds a degree in Engineering (1992), with a master’s degree in Corporate Finance (1998) and a Master of Business Administration (2001). Currently, Mr. Neto is the Chief Executive Officer of Comgás. Until April/2016, he served as Chief Executive Officer of Cosan S.A. After the acquisition of Exxon Mobil’s assets by Cosan in 2008, he became Chief Executive Officer of Cosan Lubrificantes (fuel and lubricants sector), a position held until 2014, when he became an executive officer at Cosan S.A., a position held until taking office as Comgás’ officer in January/2016.

Elisângela Ferreira Martins Member 08/31/2020 08/31/2022

Mrs. Martins holds a degree in psychology with an MBA from Unifesp and Dom Cabral Foundation. Mrs. Martins has over 20-year experience in Human Resources and worked at Alcoa and Kimberly-Clark. Mr. Martins has been working at COSAN Group since 2010, she held different positions at Raízen and Cosan S.A., and in 2018, she took the office of a non-statutory officer of Comgás Human Resources.

Paula Kovarsky Rotta Member 08/31/2020 08/31/2022

Mrs. Rotta holds a degree in Production Engineering from the Pontifical Catholic University of Rio de Janeiro (PUC-RJ) with an MBA in Finance from IBMEC. Mrs. Rotta has 19-year experience in the Oil & Gas industry, she worked at Corretora Itaú for 9 years and as head of Equity Research, head of Latam Oil & Gas and Petrochemicals and head de Utilities. Previously, she worked at Shell for 10 years as Business Development Manager in Gas & Power and E&P.

Ricardo Niemeyer Hatschbach Member 08/31/2020 08/31/2022

Mr. Hatschbach holds a degree in Mechanical Engineering from the Federal University of Rio de Janeiro (2003), an executive MBA in Finance from IBMEC (2007) and took an executive course of the General Management Program at the Harvard Business School (2018). Mr. Hatschbach joined Cosan Group in April 2019, as Gas New Business Officer. Previously, we served as Corporate & Investment Banking Senior Officer at ABN AMRO Bank in Amsterdam/Netherlands, from September 2015 to February 2019; and as Corporate & Investment Banking Vice President at ABN AMRO in Brazil, in January 2014. Mr. Hatschbach was O&G Banker at Grupo Brasil Plural (currently, Grupo Plural) between September 2010 and August 2013. Previously, he worked as a buy-side analyst at Gávea Investimentos and held several positions at Shell Group in Brazil.

Adriano Nogueira Zerbini Member 08/31/2020 08/31/2022

Mr. Zerbini holds a degree in Geography from the University of São Paulo and Political Science from the Paris Institute of Political Studies (IPS), with a specialization in Business Administration from Getúlio Vargas Foundation (FGV/SP). Mr. Zerbini was the International Relations Deputy Secretary of the São Paulo municipal government, among other positions held in the municipal administration, also working for the São Paulo State Government. In the private sector, Mr. Zerbini served at BNP Paribas, France, he was an officer at BRF S.A. and Cosan S. A..

Financial Committee

Name Position Election Date End of Term
Marcelo Eduardo Martins Member 07/30/2020 07/30/2022

Mr. Martins holds a degree in business administration from Getúlio Vargas Foundation, specialized in finance. Mr. Martins joined Cosan Group in July 2007, as an executive of Aguassanta Participações S.A., currently, he holds several positions in the Group, particularly as a member of the board of directors of Cosan Limited, Chief Financial and Investor Relations Officer of Cosan Limited; Chief Financial and Investor Relations Officer and Vice Chairman of the board of directors of Cosan S.A. and Cosan Logística S.A. Mr. Martins served as a Chief Financial and Business Development Officer at Votorantim Cimentos between July 2003 and July 2007. Previously, he headed the Latin American fixed income department of Salomon Smith Barney in New York.

João Arthur Barroso Garcia de Souza Member 07/30/2020 07/30/2022

Mr. Souza holds a degree in Mechanical Engineering and Computer Science, from the Pontifical Catholic University of Rio de Janeiro (PUC- RJ) and Federal University of Rio de Janeiro (UFRJ), respectively. Mr. Souza initiated his career at Esso, where he held several positions, becoming a specialist in the lubricants segment. Currently, Mr. Souza holds the position of Chief Financial Officer at Cosan S/A, in charge of Strategic Planning, Financial Planning, Tax Planning, Internal Audit, Treasury, and Controllership.

Rafael Bergman Member 07/30/2020 07/30/2022

Mr. Bergman holds a degree in Economics from the Pontifical Catholic University of Rio de Janeiro (1998) and a master’s degree in finance from the London Business School (2004). Mr. Bergman joined the Shell Group in 1999 and held finance and M&A positions in Brazil, England, and the Netherlands. In 2011, Mr. Bergman participated in the creation of Raízen (Cosan/Shell joint venture), where he served as Treasury, Controllership, and Financial Planning Officer. In 2016, Mr. Bergman joined Comgás’ board of executive officers and served as Chief Financial and Investor Relations Officer, Operations and Services Officer, and now is the Strategy and Market Officer.

Disclosure Committee

Name Position Election Date End of Term
Nelson Roseira Gomes Neto Member 07/30/2020 07/30/2022

Mr. Neto holds a degree in Engineering (1992), with a master’s degree in Corporate Finance (1998) and a Master of Business Administration (2001). Currently, Mr. Neto is the Chief Executive Officer of Comgás. Until April/2016, he served as Chief Executive Officer of Cosan S.A. After the acquisition of Exxon Mobil’s assets by Cosan in 2008, he became Chief Executive Officer of Cosan Lubrificantes (fuel and lubricants sector), a position held until 2014, when he became an executive officer at Cosan S.A., a position held until taking office as Comgás’ officer in January/2016.

Frederico Suano Pacheco de Araújo Member 07/30/2020 07/30/2022

Mr. Araújo holds a degree in Law from the Pontifical Catholic University of São Paulo (PUC-SP), with a specialization in administrative law from the same institution. Mr. Araújo holds an MBA in Energy from the University of São Paulo (USP) and an LL.M in Corporate Law from Insper. He joined Companhia de Gás de São Paulo – Comgás in 2002 as a legal manager in the regulatory and litigation legal department, and since 2014 he has been serving as non-statutory Legal Officer at Comgás.

Rafael Bergman Member 07/30/2020 07/30/2022

Mr. Bergman holds a degree in Economics from the Pontifical Catholic University of Rio de Janeiro (1998) and a master’s degree in finance from the London Business School (2004). Mr. Bergman joined the Shell Group in 1999 and held finance and M&A positions in Brazil, England, and the Netherlands. In 2011, Mr. Bergman participated in the creation of Raízen (Cosan/Shell joint venture), where he served as Treasury, Controllership, and Financial Planning Officer. In 2016, Mr. Bergman joined Comgás’ board of executive officers and served as Chief Financial and Investor Relations Officer, Operations and Services Officer, and now is the Strategy and Market Officer.

Last update: September 9, 2020

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