Board of Executive Officers
The Board of Executive Officers is JBS' managing executive body. The members of the Board of Executive Officers are its legal representatives and are responsible for the internal organization, decision-making, day-to-day operations and the implementation of the general policies and guidelines established by the Board of Directors.
The members of the Company’s Board of Executive Officers are elected by the Board of Directors for three-year terms and are eligible for reelection. The Board of Directors may remove any Executive Officer at any time with or without cause. In accordance to Brazilian Corporation Law, Executive Officers must be residents in Brazil but need not to be shareholders. JBS’ Board of Executive Officers meets if called by the president of the Board of Eexecutive Officers or by the majority of its members if necessary.
The Company’s Investor Relations Office is located at the Company’s headquarters, at Av. Marginal Direita do Tietê, 500, São Paulo, SP, under the responsibility of Mr. Jeremiah O’Callaghan. JBS’s shareholders department can be reached at (+55 11) 3144-4224, and/or through the electronic address is email@example.com. JBS’s Internet website is http://www.jbs.com.br/
|Executive officers||Title||Date of election||End of
|Wesley Mendonça Batista||Chief Executive Officer||May 11, 2016||May, 2019|
|Francisco de Assis e Silva||Executive Director of Institutional Relations||May 11, 2016||May, 2019|
|Jeremiah O‘Callaghan||Director of Investor Relations||May 11, 2016||May, 2019|
|Eliseo Santiago Perez Fernandez||Director of Administration and Control||May 11, 2016||May, 2019|
Wesley Mendonça Batista: current Chief Executive Officer and Vice Chairman of the Board of Directors, elected since January 26th 2011, has more than 20 years of experience in beef production at JBS Group. Mr. Wesley Mendonça Batista works at JBS Group since 1988 and is one of the sons of Mr. José Baptista Sobrinho, the founder of JBS Group.
Francisco de Assis e Silva: Board member since January 2nd 2007. Graduated in Law School by Pontifícia Universidade Católica do Paraná, Latu Sensu Post-Graduated in Environmental Law at Pontifícia Universidade Católica do Paraná; Latu Sensu Post-Graduated in Business Law at Mackenzie University in Sao Paulo; Master's degree by Mackenzie University and Federal Paraná University in State Law with a dissertation on Constitutional Tax System, with all credits for a doctorate degree; attended to MBE at USP (São Paulo University) in Labour Economics. Member of the Institute of Lawyers of São Paulo, IASP and the Brazilian Institute of Tax Law, IBDT – USP. Attorney at Tombini Group for 5 years. Mr. Francisco was Managing Director and Legal Carrier Itapemirim SA, a transportation company. Works at JBS Group since 2001.
Jeremiah O'Callaghan: born in Cork, Ireland in 1953. Studied engineering at University College Cork and immigrated to Brazil in 1979. Mr. Jeremiah O’Callaghan joined the beef industry in 1983, developing global trade strategies for the Brazilian beef industry. Worked initially in Mouran (1983-1989), then in Bordon (1989-1995) and joined JBS in 1996 to develop JBS’ International Business area.
Eliseo Santiago Perez Fernandez: graduated in Business Administration and Accounting at Pernambuco’s Catholic University and post-graduated in Business Administration at FGV. Mr. Eliseo started at JBS in August 2005 and is currently the Director of Administration and Control. Has the experience of eight years in audit and consulting and 10 years in the retail industry.
Under the Brazilian corporation law, the Fiscal Council is a management body independent from the Company and external auditors and may or may not be permanent. If the Fiscal Council is not permanent, it shall be installed by the request of shareholders representing at least two percent of the voting shares.
The primary responsibilities of the Fiscal Council are to monitor management activities, review the Company’s financial statements and to report its findings to the Company’s shareholders. In addition, Brazilian Corporation Law requires Fiscal Council members to receive as compensation at least 10% of the average annual amount paid to the Company’s executive officers, excluding benefits and other allowances or profit sharing.
The Fiscal Council is a permanent body, and, whenever installed, must be comprised of three members, with an equal number of alternates. Under Brazilian Corporation Law, an Fiscal Council may be established at a shareholders’ meeting upon the request of the shareholders. JBS currently maintain an Fiscal Council.
The Fiscal Council will function on a permanent basis, with the powers and duties granted to it by law.
The Fiscal Council shall consist of at least three (3) and at most five (5) sitting members and alternates in the same number, shareholders or not, liable to be elected or dismissed at any time of the General Meeting.
The members of the Fiscal Council shall have a unified term of office of one year, with reelection being permitted.
In their first meeting, the members of the Fiscal Council shall elect their president.
The investiture in the positions shall be made by means of an instrument drawn up in a proper book, executed by the member of the Fiscal Council who takes office by means of the prior execution of the Instrument of Consent of Members of the Fiscal Council pursuant to the provisions of the Listing Regulations of Novo Mercado.
In case of absence or impairment, the members of the Fiscal Council shall be replaced by the corresponding alternate with due regard for the age, starting with the eldest.
In case the vacancy of any position as member of the Fiscal Council, the corresponding alternates will occupy the position and, in case of nonexistence of any alternates, the General Meeting shall be convened to elect the member for the vacant position.
The remuneration of the members of the Fiscal Council shall be fixed by the General Meeting that elects them, with due regard for the provisions of paragraph 3 of article 162 of the Corporation Law.The Fiscal Council shall meet whenever necessary, being entitled to all duties attributed to it by law.
Regardless of any formalities, a meeting to which all members of the Fiscal Council are present will be considered regularly convened.
The Fiscal Council manifests itself by means of the majority of votes, when the majority of its members are present.
All resolutions of the Fiscal Council shall be reflected in minutes drawn up in the corresponding Book of Minutes and Opinions of Fiscal Council and executed by the members present.
|Member Name||Title||Date of
|José Paulo da Silva Filho||Member||04/28/2017||ASM 2018|
|Adrian Lima da Hora||Member||04/28/2017||ASM 2018|
|Demetrius Nichele Macei||Member||04/28/2017||ASM 2018|
|Eraldo Soares Peçanha||Member||04/28/2017||ASM 2018|
|Marcos Godoy Brogiato||Alternate Member||04/28/2017||ASM 2018|
|Antonio da Silva Barreto Júnior||Alternate Member||04/28/2017||ASM 2018|
|Sandro Domingues Raffai||Alternate Member||04/28/2017||ASM 2018|
|Francisco Vicente Santana Silva Telles||Alternate Member||04/28/2017||ASM 2018|
Fiscal Council Effective Members Resumee
José Paulo da Silva Filho: graduated in Accounting at the Catholic University of Pernambuco and Post Graduate in Business Management at Getulio Vargas Foundation (FGV). Mr. José has 17 years experience as an independent auditor and over 10 years as director in the areas of administration and finance.
Adrian Lima da Hora: graduated in Business Administration and Accounting at Universidade Católica de Pernambuco, has a MBA at Ahold Retail Academy, Cornell and Provar - USP. He has an extensive experience at the animal protein industry, with a relevant background in retail and external audit (Ernst & Young). He worked as CFO, CAO and controller at multinational companies globally and was the chairman of Inalca JBS. He has knowledge of the bond market and processes straight with CADE. He is a fluent speaker of english, italian and spanish. His last attributions were as Seara's CFO from 2015 to 2016 and Rodopa's CAO from 2011 to 2015.
Demetrius Nichele Macei: tax teatcher at the Law School of Curitiba with a PhD in tax law by the Pontifical Catholic University of São Paulo (PUC). Has an extensive professional experience, holding positions in companies such as JBS Argentina SA, JBS S.A. and Deloitte Brazil. In addition, he published articles and books.
Eraldo Soares Peçanha: graduated in Accounting and Business Administration at Universidade Cândido Mendes/RJ, worked in Aracruz Celulose SA from 1974 to 1996, occupying different positions before assuming as the Controller. He also worked at Companhia Siderúrgica Nacional and at Embratel, where he worked as the Executive Officer of Corporate Governance. Mr. Eraldo is an Associate Consultant associated to small-size consultings specialized in the areas of Corporate Governance, Controllership, Investor Relations, Asset Management and Financial Systems. He was a member of the Fiscal Council of Net Serviços de Comunicação SA, Telos, Companhia Vale do Rio Doce, Ferroviária Centro Atlântica S.A., Itá Energética S.A. and Ideiasnet SA.