Audit Committee

Christopher Riley Gordon

Born on January 4, 1973, he graduated in Economics from Harvard College, and has an MBA in Business Administration from the Harvard Business School. He has experience in the US healthcare sector and has held a position on the Board at GNDI since May 2014, serving as a Director of Bain Capital since 1997, having previously served as a consultant to Bain & Company.

 T. Devin O’Reilly

Born May 5, 1974, he holds a Bachelor's Degree in Economics from Princeton University, and an MBA in business administration from the University of Pennsylvania. He has experience in finance and business, as well as in the US health sector. He has been a GNDI board member since May 2014, serving as director at Bain Capital since 2005. Previously, he was a consultant to Bain & Company and served as an officer in software and technology companies.

Wayne Scott De Veydt

 Born on January 17, 1970, he graduated in Accounting from the University of Missouri. He has been a GNDI board member since December 2016. Between 2005 and 2016, he served as Vice President and Chief Financial Officer at Anthem, Inc. and previously, he was a partner at PricewaterCoopers LLP. He is a member of the Board of Directors of the Boys & Girls Clubs of America, of the U.S. Chamber of Commerce and of the Cancer Support Community.

José Luiz Teixeira Rossi

 Born on June 18, 1958, he graduated in Mechanical Engineering from the Federal University of Rio de Janeiro (UFRJ). Mr. José has been an independent board member of GNDI since June 2017, and since 2014 has served as CEO of Serasa Experian in Brazil and as Director of Experian in Latin America. He was also a partner at PricewaterhouseCoopers between 1989 and 2001, and between 2002 and 2008 he was responsible for IBM's global business services in Latin America and Europe. Mr. José served as CEO of Capgemini Brasil between January 2009 and April 2014.

Leonardo Porciuncula Gomes Pereira

 Leonardo has an MBA from the University of Warwick and a degree in Engineering and Economics from UFRJ and Cândido Mendes respectively. He was the President of the CVM between November 2012 and July 2017. At the CVM, he led the design of a 10-year strategic plan (Visão 2023) and the implementation of some corporate governance (CG) strategies for capital market participants to make the same more resilient and in line with global standards. He was a member of the Board of the International Organization of Securities Commissions (IOSCO), representative of the Brazilian Financial Stability Board and one of the seven members of the IFRS Monitoring Board. Prior to the CVM, he was executive VP of Gol Linhas Aéreas (airlines), where he was responsible, among other things, for the Smiles - Loyalty Program. He also worked in companies from other sectors of the economy such as telecommunications, media, agribusiness and banks. Besides Brazil, he lived and worked in Asia, Latin America, the United States and Europe. After leaving the CVM, he was Senior Fellow in the International Financial Systems Program, Harvard Law School during the second half of 2017, having corporate governance and negociation as its the principal focuos. Today, he is the coordinator of the Independent Research Committee of M. Dias Branco, a company listed on the B3 Novo Mercado. He is also the Board of Directors of the Company and the Credit Fund, as well as the New Market of B3. He is a member of the Audit Committee of these two companies. He is also a member of the Independent Advisory Committee on Supervision of Specialists (IEOAC) of the World Health Organization (Switzerland).

The Audit Committee, an advisory body directly linked to the Board of Directors, shall be composed of the Chairman of the Board of Directors, two (02) members of the Board of Directors, one (01) independent member of the Board of Directors and a representative as recommended by the Company. The members of the Audit Committee shall be elected for a term of two (02) years, and re-election is permitted.

The Audit Committee shall report its activities quarterly to the Board of Directors and may meet extraordinarily as many times as it deems necessary to ensure good corporate governance.

The Audit Committee must, among other matters:

  1.  give an opinion on the hiring and dismissal of independent auditing services;
  2. review the quarterly information, interim financial statements and the financial statements;
  3. assess, monitor and recommend, to the administration, the correction or improvement of internal policies, as well as having means to receive and process information about non-compliance with applicable legal and regulatory provisions;
  4. monitor all the steps of the risk management process;
  5. monitor the progress and updating of risk mapping;
  6. monitor and ensure the application and reliability of an internal audit and internal controls;
  7. check and monitor related party transactions;
  8. identify conflicts of interest;
  9. investigate and monitor events that jeopardize internal controls or compliance of the Company; and
  10. ensure that the staff are trained and qualified to allow them to identify, anticipate, measure, monitor and, where appropriate, mitigate risks.

Charter of the Audit Committees.

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