Management

Board of Directors

Multiplan’s Board of Directors is a collective decision-making corporate body, responsible for formulating and monitoring the implementation of general business policies, including the long-term strategy. Among other attributions, it appoints and supervises Multiplan’s Executive Officers. Pursuant to Brazilian Corporation Law, the Board of Directors is also responsible for appointing the independent auditors.

According to Multiplan’s Bylaws, the Board of Directors must meet once each quarter or on a special basis whenever the corporate interests require such a meeting. The resolutions of the Company’s Board of Directors are adopted by a majority of votes of the members attending a duly convened meeting.

Pursuant to Multiplan’s Bylaws, the Board of Directors must be composed of a minimum of five and a maximum of 10 members. The members of the Board are elected at the General Shareholders Meeting for a two-year term of office and are eligible for reelection. Any member may be removed at any time by a Shareholders Meeting. Under the Level 2 listing rules, at least 20% of the members of our Board of Directors must be independent members. The qualification of a member as an independent member must be expressly identified in the Shareholders Meeting that elected them.

 

Member Title Date of Election End of term of office
José Isaac Peres Chairman April 26, 2024 until 2026’s AGM
Eduardo Kaminitz Peres Member April 26, 2024 until 2026’s AGM
Ana Paula Kaminitz Peres Member April 26, 2024 until 2026’s AGM
Antonio Paulo Carvalho Pierotti Independent Member April 26, 2024 until 2026’s AGM
Gustavo Henrique de Barroso Franco Independent Member April 26, 2024 until 2026’s AGM
José Paulo Ferraz do Amaral Member April 26, 2024 until 2026’s AGM

Fiscal Council

Multiplan’s Fiscal Council is a non-standing operating body, which when installed must be composed of a minimum of 3 (three) and a maximum of 5 (five) members and exercises the attributions and powers conferred by law.

In view of the request of shareholders representing more than two percent (2%) of Multiplan’s voting capital at the Annual General Meetings held between 2018 and 2021, the Fiscal Council was installed on April 27, 2018 and remained in operation until the Annual General Meeting held on April 29, 2022.

At the Annual General Meeting held on April 26, 2024, the Fiscal Council was again installed, at the request of shareholders holding more than two percent (2%) of Multiplan’s voting capital. Subject to the provisions of the Company’s Bylaws, the Fiscal Council now established is composed of four (4) full members and an equal number of alternate members and will sit until the Annual General Meeting that resolves on the financial statements for the fiscal year ending December 31, 2023.

Pursuant to the Brazilian Corporation Law, it is responsibility of the Fiscal Council, among other, to supervise the acts of the management, to give an opinion on the annual report and on the proposals of management regarding the change in capital stock, debentures issuance, investment bond plans and capital budgets, dividends distribution,  corporate reorganizations, report errors, fraud or crimes to the management or to the general meeting, analyze quarterly financial information, as well as examine and comment on the annual financial statements.

 

 

Member Title Date of Election End of term of office
Vitor Rogério da Costa Member April 26, 2024 until 2025’s AGM
Armando Villela Fossati Balteiro Alternate Member April 26, 2024 until 2025’s AGM
Ian de Porto Alegre Muniz Member April 26, 2024 until 2025’s AGM
Flávio El-Amme Paranhos Alternate Member April 26, 2024 until 2025’s AGM
Carlos Alberto Alvahydo de Ulhôa Canto Member April 26, 2024 until 2025’s AGM
Christian Clarke de Ulhôa Canto Alternate Member April 26, 2024 until 2025’s AGM
Mauro Eduardo Guizeline Member April 26, 2024 until 2025’s AGM
Marcelo Jesus Abbari Alternate Member 04/26/2024 until 2025’s AGM

Board of Executive Officers

Multiplan’s executive officers are the Company’s legal representatives, responsible for its day-to-day management and for implementing the policies and directives set by the Board of Directors. Under the Brazilian Corporations Law, each member of the Board of Executive Officers must reside in Brazil, but is not required to be a shareholder. In addition, no more than one-third of the members of the Company’s Board of Directors may serve as executive officers, who are elected by the Board of Directors to two-year terms and are eligible for re-election. Any officer may be removed at any time by the Board of Directors before the expiration of their terms.

According to the Bylaws, the Board of Executive Officers must be comprised of a minimum of two and a maximum of 10 executive officers, including one Chief Executive Officer, one to three Vice Chief Executive Officers and the remaining executive officers without specific title. One of the executive officers will be designated as the Investor Relations Officer.

According to Level 2 regulations, prior to taking office, the members of the Board of Directors must sign a statement acknowledging the listing rules and the arbitration rules, which are part of the Level 2 regulations.

 

Executive Officer Title Date of Election End of term of office
Eduardo Kaminitz Peres Chief Executive Officer May 3, 2024 May 3, 2026
Armando d’Almeida Neto Vice-President – Chief Financial and Investor Relations Officer May 3, 2024 May 3, 2026
Marcello Kaminitz Barnes Vice-President – Development May 3, 2024 May 3, 2026
Marcelo Ferreira Martins Vice President – Operations May 3, 2024 May 3, 2026
Hans Christian Melchers Officer with no specific designation May 3, 2024 May 3, 2026
Vander Aloisio Giordano Vice-President – Compliance and Institutional May 3, 2024 May 3, 2026