Ordinary and Extraordinary General Meeting Presentation slide image

Ordinary and Extraordinary General Meeting Presentation

EXHIBIT III - CONSOLIDATED BYLAWS § 5º In addition to other responsibilities conferred upon it by law of regulatory rules, it is incumbent on the Audit Committee to: functions; - - establish in the Internal Regulations the operational rules by which it II recommend to the Board of Directors the hiring or substitution of the independent auditors; III - review, prior to publication, the half-year accounting statements, including the notes, the management report and the opinion of the independent auditor; IV - evaluate the effectiveness of the independent and internal audits, including in regard to compliance with the legal provisions and rules applicable to the Company, in addition to the internal regulations and codes; V - evaluate compliance by the Company's management with the recommendations made by the independent or internal auditors; VI - establish and publish the procedures for receiving and dealing with information about non-compliance with legal provisions and rules applicable to the Company, as well as the internal regulations and codes, and which shall also contemplate specific procedures for protecting the person providing the information and the confidentiality thereof; VII recommend to the Executive Board corrections or enhancements to the policies, practices and procedures identified within the scope of its terms of reference; VIII - meet, at least once every quarter, with the Executive Board and the independent and internal auditors, so as to check that their recommendations or points raised have been complied with, including in regard to the planning of the respective audit work, with the content of such meetings registered in the minutes; IX - to meet with the Fiscal Council, if it is in session, and with the Board of Directors, at their request, so as to discuss the policies, practices and procedures identified within the scope of their respective competencies; and X prepare, at the end of the semesters ended on June 30 and December 31 of each year, the Audit Committee Report, with due regard for the applicable legal and regulatory statutes of limitation. § 6º Together with the six-month accounting statements, the Audit Committee shall arrange for the publication of a summary of the report referred to in item X of the previous paragraph. TITLE VII COMPENSATION COMMITTEE Art. 31. A The Company shall have a Compensation Committee comprising at least 3 (three) and at the most 5 (five) members appointed by the Board of Directors among persons who meet the legal and regulatory conditions for holding office, where one of the members cannot be a manager of the Company, while the others may or may not be members of the Company's Board of Directors, whereby at least two members are independent under the terms of article 14, Paragraph 3 of these Bylaws. The Compensation Committee must comprise members with the qualifications and experience required for exercising competent and independent opinions regarding the institution's compensation policy, including the repercussions of this policy on risk management. The members of the Compensation Committee shall have a term of office of 2 (two) years, and may be reelected up to 4 (four) consecutive times within the terms of the applicable legislation. § 1° When the members of the Compensation Committee are to take office, its Coordinator will be appointed. § 2º The Compensation Committee shall report directly to the Company's Board of Directors. 32
View entire presentation