Orizon Sustainability and ESG Initiatives
ORIZON
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ABOUT US
NATURAL CAPITAL
GOVERNANCE
HUMAN CAPITAL
SOCIAL PLATFORM
PERFORMANCE
GRI SUMMARY
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GOVERNANCE
STRUCTURE
Board of Directors
Supervisory Board
Audit Committee
Ethics Committee
Executive Officers
SUPERVISORY BOARD
This is a non-permanent organ which, when instituted, is composed of
three effective members and three substitute members, all of whom are
elected by the General Shareholders' Meeting and perform their functions
until the first Ordinary General Meeting held following their election.
The role of the Supervisory Board is to supervise the acts of the administrators,
provide opinions on the management's annual report and on the proposals
set forth by the administrative bodies, declare any errors, fraud or crimes
that they may discover and suggest useful measures to the Company, as
well as analyze the interim balance sheet and other financial statements
concerning the respective financial year and exercise their duties during
the liquidation of the Company, if applicable.
Employees or members of the Board of Directors, and/or any of the Executive
Officers, of subsidiary companies or companies from the same Group are
prohibited from holding a position on the Supervisory Board. Also prohibited
are spouses or third-degree relatives, and members of the Administration who
occupy a position at companies that could be considered competitors in the
market, or anyone who has any conflicting interest with the Company. Also
prohibited is anyone prevented by special law or who has been convicted of
a crime involving bankruptcy, malfeasance, bribery, graft or embezzlement,
crimes against the popular economy, public faith or property, or who has
a criminal sentence which excludes them, albeit temporarily, from holding
public office. Furthermore, neither may persons declared ineligible to hold
office by the CVM, under the terms of the Corporations Law, be a member
of the Supervisory Board. GRI 2-15
AUDIT COMMITTEE
Made
up of three members, including one independent member and one
with recognized experience in matters of corporate accounting, the Audit
Committee is an autonomous, advisory, collegiate body, nominated by the
Board of Directors but operating independently to the Executive Officers.
It is designed to supervise the quality and integrity of the financial reports;
adherence to all legal, statutory and regulatory norms; adjustment of the
processes relating to risk management, internal auditing and internal controls,
and the activities of the independent auditors.
Its members should be aligned with and committed to the Company's
values and culture, the Code of Ethics and its internal policies, have an
unblemished reputation, an education compatible with the attributes or
a minimum of professional experience, having exercised functions similar
to those which are to be performed during their mandate on the board, or
having combined skills and experiences that are of interest to the Company
at the time of appointment. They should also have no conflicts of interest
with the Company and have time available to properly dedicate themselves
to the role and responsibilities.View entire presentation