The Board of Directors is the Company’s deliberative body, which is made up of seven or nine members elected at the Annual Shareholders’ Meeting for a two-year term. This group - whose main responsibility is to set the general orientation for Copel’s businesses - has its duties and powers established by Articles 11 to 16 of the Company’s Bylaws (PDF), and by specific Internal Regulations (PDF).
Four annual ordinary meetings are held according to a predefined calendar, as well as occasional extraordinary meetings. The minutes of all Board of Directors’ meetings, either ordinary or extraordinary, are recorded in a specific Minute book. After being duly registered at the Commercial Registry of the State of Paraná, the Minutes are then published under the terms of Brazilian Corporate Law (Federal Law 6,404/76 - in Portuguese).
Nowadays, Copel's Board of Directors has five independent members as defined by the Sarbanes-Oxley Act: a) a person cannot be elected if, in the past twelve months, he/she was (i) an executive officer of the Company or its subsidiaries, controlled companies or affiliates; (ii) technical head, executive officer, manager, supervisor or any other member of the managerial staff, the team involved in the independent audit of the Company or its subsidiaries, controlled companies and affiliates; (iii) was the holder of direct or indirect interest of over ten percent of the Company's voting capital; b) spouses or relatives in the direct line, collateral line or affinity, up to second degree, of the person referred to in "a" above, cannot be elected; and c) Board members, who are in conflict or potential conflict of interest, which may affect their autonomy, cannot be elected.
Good practices of Corporate Governance recommend that the Board of Directors create advisory committees in order to carry out its assignments in the best way. Due to this, an Audit Committee was constituted, made up of three independent members from the Board of Directors.
Léo de Almeida Neves* (Chairman)
Since September 1970, works for Companhia Cacique de Café Solúvel, head office and factories in Londrina and office in São Paulo. He was Chief of the Economic department of the company, responsible Economist of Cacique Importadora e Exportadora S.A. Wholeowned Company, Executive Officer and later Chairman of Cia. Cacique de Armazéns Gerais, both incorporated later by Cacique Solúvel Holding. Currently he is Chairman Adviser and Law Division and tax Division Adviser of Cia. Cacique de Café Solúvel.
Ronald Thadeu Ravedutti (Secretary)
He holds a degree in economics from the Social Studies Foundation of Paraná and post-graduate degrees in economics and finance, engineering economics, financial administration and systems analysis. Previously, he had served as Financial and Investor Relations Officer as well as Corporate Management and Distribution Officer of the Company.
Jorge Miguel Lepeltier*
He received a degree in economics and accountancy from the Pontifícia Universidade Católica de São Paulo and attended an environmental management course in the Escola Superior de Agricultura "Luiz de Queiroz" ESALQ-USP. Previously, Mr. Lepeltier was treasurer and then administrative - finance officer and market relations officer of Brasmotor S.A. and management assistant and trainee at PricewaterhouseCoopers. Mr. Lepeltier was appointed by the minority shareholders.
Laurita Costa Rosa*
She received a degree as a certified public accountant from the Social Studies Foundation of the State of Paraná. Previously, Ms. Rosa was the general secretary of the Commercial Registrar of the State of Paraná. Ms. Rosa was appointed by the State of Paraná.
Luiz Antonio Rodrigues Elias*
He received a degree in economics from University Benett-Centro Universitário Metodista de Brasilia. Previously, Mr. Elias was an officer of Rede Ferroviária Federal S.A. by appointment of the Ministry of Planning and a researcher of the National Institute of Intellectual Property-INPI, where he was in charge of the transfer of technology departments. Mr. Elias is currently an officer of technological and innovation development of the Ministry of Sciences and Technology, Chairman of the management committees of the electric power sectorial fund (CT-Energ) and mineral sectorial fund (CTMineral) and a member of the Fiscal Council of the Brazilian Nuclear Industries (Indústrias Nucleares Brasileiras-INB). Mr. Elias was appointed by BNDESPAR.
Munir Karam
He received a law degree from Federal University of Paraná. Formerly, he served as a state judge and law professor. Currently, Mr. Karam is the Chairman of the Board of Directors of Paraná Previdência, the Paraná state pension fund, as well as a member of the law faculty at the Federal University of Paraná. Mr. Karam was appointed by the State of Paraná.
Rogério de Paula Quadros*
He holds a degree in Economic Sciences from Universidade Estadual de Ponta Grossa. In the past, Mr. Quadros worked as the chairman of the Finance, Budget and Audit Committee of the city of Ponta Grossa. He was appointed by the State Government.
João Carlos Fassina
He received a degree education from the Universidade Tuiuti do Paraná. At Copel, Mr. Fassina served on the Board of Ethics and was a member of the Profit Sharing Committee, whose members are chosen by the employees. Mr. Fassina is currently the Supervisor of Work Safety.
* Independent Members
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