Board of Directors, Management and Committee
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The management of the EBX Group is comprised of the best professionals in the market. They are people who are passionate about what they do, and have a commitment to growth and innovation. We invest in talent and value experience.
 

Board of Directors

The Board of Directors of MMX Mineração e Metálicos S.A. (MMX or Company) is a collegial deliberative body that, according to the Bylaw of the Company, shall be composed of at least 5 (five) and maximum 11 (eleven) members, all of them under unified mandate of one year. Currently, the Administrative Board of the Company consists of 6 (six) members. The Company is part of Novo Mercado, a listing segment of B3, which represent the highest level of requirement, in terms of Corporate Governance. Its Board of Directors must be composed for at least 20% of Independent Directors, in accordance with the independence requirements imposed by the Novo Mercado regulation.

Among other functions it is the responsibility of the Board of Directors to:
 

•    Establish objectives, policies and overall direction of the Company businesses;

•    To appoint and remove the Company Officers, assigning them powers;

•    Oversee the Officers management;

•    Pronounce itself in advance about the Management Report, Board of Officers accounts and financial statements for the year;

•    Pronounce itself in regard to any takeover bid of shares intended to the shares issued by the Company, through justified opinion, released up to 15 (fifteen) days after publication of the Notice of the takeover bid of shares;
 

As stated in the Corporate Governance Policy of the Company, the Board must also ensure that the transactions involving related parties.

MMX Mineração e Metálicos S.A. recognizes the value of the good practices of corporate governance and strives constantly to improve them, working actively in the conduct of meetings with investors, holding talks with stakeholders, encouraging the participation of its shareholders at General Meetings and implementing in its undertakings the most advanced sustainable development techniques.
 
Board of Directors Position
Júlio Alfredo Klein Junior Chairman of the Board of Directors

Mr. Julio Alfredo Klein Junior holds a degree in Accounting Sciences from Moraes Junior College of Brazilian Institute of Accounting and with a post-graduate in Management Accounting from Getúlio Vargas Foundation in 1988. He was a member of the Board of Directors of OSX Brasil S.A. – Em Recuperação Judicial ("OSX") (since 2013) and is currently the member of the Board of Directors of Óleo e Gás Participações S.A. – Em Recuperação Judicial (since 2013). He has also acted as member of the Auditing Committee of OSX since its creation in 2010 until 2013. His formation on Petrobras includes the Internal Auditors Preparation Course in 1984. He has worked in Petrobras where he was the Chief of the Costs Accounting Division and the Rules and Internal Control Division. He was member of the Audit Board, indicated by Gaspetro, in Gas Potiguar Company - Potigas (2003-2008) and in Bahia Gas Company – Bahiagas (2002-2003). He was liquidator of the Carbon Chemistry Industry of Santa Catarina – ICC, designated by Gaspetro (2002-2008). He acted as charmain of the Audit Board of the Petrobras Foundation of Social Security - Petros, indicated by Petrobras (1994-1998). He has been full professor of Industrial Accounting in Moraes Junior College.

Pedro de Moraes Borba Member of the Board of Directors

Pedro de Moraes Borba is graduated in Law from the Pontifical Catholic University in the state of Rio de Janeiro and post graduated in Corporate Law from the Fundação Getúlio Vargas/RJ. He occupies the position of Legal Director of EBX Holding Ltda. He works at EBX Group for 13 years, acting in several subjects linked with the infrastructure area, notably in the logistic and mining. He also occupies the position of Member of the Board of Directors in EBX Brasil S.A. and Centennial Asset Participações Açu S.A., both from EBX Group.

Ricardo Furquim Werneck Guimarães Member of the Board of Directors

Ricardo Furquim Werneck Guimarães holds a degree in Economics from the Federal University of Espírito Santo and a post-graduate degree in International Business from Fundação Getúlio Vargas. He occupied the position of Officer of MMX Mineração e Metálicos S.A. from April 2013 until December 2017. He has more than 15 years of experience in the mining and steel business, having conducted the MMX launch in the iron ore transoceanic market in 2006 where he remained until 2008 when he was transferred to Anglo American, as a result of the sale of active Minas products - Rio and Amapá. During his career, he has worked in several companies such as Vale, Nova Era Silicon, Companhia Siderúrgica Tubarão and Anglo American. He returned to the EBX Group in 2012, occupying a position of Strategic Planning Manager of Prumo Logística S.A. (formerly LLX Logística S.A.).

Maria Carolina Catarina Silva e Gedeon Member of the Board of Directors

Maria Carolina Catarina Silva e Gedeon acted as senior lawer in the Basilio Advogados Law Firm. She was also partner of Carlos Mafra de Laet Advogados, Elcio Reis e Advogados Associados and Viseu Advogados. Maria Carolina also occupied the position of Compliance Director and in Risco da Mare Investimentos Ltda., where she is manager of 2 private equity funds with Mantig Investimentos.

Flávia Soeiro Nascimento Independent Member of the Board of Directors

Flávia Soeiro Nascimeto is graduated in Law from Pontifical Catholic University and post graduated in Civil Law from Candido Mendes University. She has 3 years of experience in retail textile company, as head of legal department. In the previous 17 years, she accumulated professional experience in the big offices, working with litigation and civil advisory and labor.

Board of Executive Officers

The Officers of the MMX Mineração e Metálicos S.A. are the legal representatives, responsible mainly for the daily management of the Company and the implementation of policies and guidelines established by the Board. According to the Corporations Law, the Company's Officers must be resident in the country, may be a shareholder or not. Moreover, until a maximum of one third of the members of the Board of Directors may hold positions in the Board of Executive Officers.

The Officers are elected by the Board of Directors of the Company with a term of one year, reelection being permitted. The Company's Bylaw provides that the Board of Executive Officers is composed of at least 2 (two) members and a maximum of 8 (eight) members, of whom there must be appointed a Chief Executive Office and an Investor Relations Officer. The remaining Officers must be appointed as Officers without specific designation. Currently, the Board of Executive Officers of MMX Mineração e Metálicos S.A. is composed of 2 (two) members.

Currently, the Board of Executive Officers of MMX Mineração e Metálicos S.A. is composed of:


 

Board of Executive Officers Position
Pedro de Moraes Borbas Chief Executive Officer and Investor Relations Officer

Pedro de Moraes Borba is graduated in Law from the Pontifical Catholic University in the state of Rio de Janeiro and post graduated in Corporate Law from the Fundação Getúlio Vargas/RJ. He occupies the position of Legal Director of EBX Holding Ltda. He works at EBX Group for 13 years, acting in several subjects linked with the infrastructure area, notably in the logistic and mining. He also occupies the position of Member of the Board of Directors in EBX Brasil S.A. and Centennial Asset Participações Açu S.A.,both from EBX Group.

Regina Maria Arrigoni Urzedo Rocha Officer without specific designation

Graduated in Political Science and Law from Pontifical Catholic University in Rio de Janeiro, LLM in Maritime Law by University College London. She started to integrate the EBX Group in 2007, having joined in the NVX navigation company, in which remained until the end of 2008, when she was transferred for the Legal Department of MMX.

Audit Committee

The Corporation Law allows companies to create complementary bodies to the Board of Directors and to the Board of Officers, in order to assist the Company's Directors and Officers in technical functions.

The Audit Committee main function is to advise the Board of Directors in carrying out its activities related to the accounting practices adopted in preparing the Company's financial statements and its subsidiaries and also indicating and evaluating the effectiveness of the independent auditors.

The Company's Audit Committee is subordinated to the Board of Directors. The Committee acts independently from the Company's Executive Board and consists of two (2) members elected for one (1) year, with the possibility of reelection. Members are appointed and dismissed by the Board of Directors and the Board of Shareholders appoints a representative who is responsible for chairing and coordinating the committee.

The Company does not have an Audit Committee at the moment.

Fiscal Committee

According to the Corporate Law, the Fiscal Committee is a corporate body, which is independent of the administration and the externals auditors and that can be either permanent or non-permanent. In accordance with the Company's bylaws, the Company's Fiscal Committee is a non-permanent body, which can be installed upon the request of the Company's shareholders, in the terms of the applicable legislation.

When installed, the Fiscal Committee's shall pursuit the attributions provided in the applicable regulation and shall remain in operation until the first General Meeting after the installation. The Fiscal Committee's main responsibility consists of supervising the administration's activities, review the Company's financial statements and report its conclusion to the Company's shareholders. According to the Brazilian Corporate Law, the Fiscal Committee must be composed for, at least, three and maximum five effective members and the same number of supplants.

The Fiscal Committee is not installed at this moment.

 

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