Management

Board of Directors

Under the Company’s Bylaws, our Board of Directors shall be comprised from five to eleven members, with at least 1/3 or two, whichever is higher, independent members, meeting the minimum requirements of the Novo Mercado Regulation. The Board members are elected for a unified term of two years, with reelection being permitted.

The Board of Directors is currently comprised of nine members, who bring relevant and complementary experiences to the body, and combines members of the Company with four new members. According to the independence criteria set by CVM, seven members are independents and two are non-independents.

In order to strengthen our governance structure, the Company has advisory committees to the Board of Directors, statutory and non-statutory:

  • Statutory committees: People Committee, Audit and Risks Committee and Strategy Committee;
  • Non-statutory committees: Conduct Committee, Security Committee, Insurance Committee, Financial Risks Committee, Disclosure and Trading Committee and Information Security Committee.

Information on the duties of the Board and its statutory advisory committees, as well as the resumes of its members are available on the Reference Form (Portuguese only) and on 20-F (English only).

Internal regulation of the Board of Directors

Composition
Name Date of birth Position Election date Term of office Independent member
Jorge Marques de Toledo Camargo 04/28/1954 Chairman 04/19/2023 AGM 2025 Yes
Marcos Marinho Lutz 12/30/1969 Vice-Chairman 04/19/2023 AGM 2025 No
Ana Paula Vitali Janes Vescovi 04/08/1969 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
Fabio Venturelli 10/25/1965 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
Flávia Buarque de Almeida 08/04/1967 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
Francisco de Sá Neto 10/27/1965 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
José Mauricio Pereira Coelho 08/04/1966 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
Marcelo Faria de Lima 12/01/1961 Member of the Board of Directors 04/19/2023 AGM 2025 Yes
Peter Paul Lorenço Estermann 07/28/1957 Member of the Board of Directors 04/19/2023 AGM 2025 No

Jorge Marques de Toledo Camargo

Mr. Camargo joined Ultrapar in April 2015 as a member of the Board of Directors, in addition to being a member of the Strategy Committee since 2019 and had served as a member of the Audit and Risks Committee from 2021 to 2023. He has been a member of the Board of Directors and coordinator of the People, Sustainability and Governance Committee at Vast Infraestrutura S.A. since 2020. Mr. Camargo has also been a member of the Board of Directors, Strategy Committee and coordinator of the People, Integrity and Sustainability Committee of Prumo Logística S.A. since 2014, is a member of the Board of Trustees of Centro Brasileiro de Relações Internacionais (CEBRI) since 2018, and was a senior advisor at McKinsey & Comp from 2012 to 2019. Mr. Camargo has also been a member of the Board of Directors of the Brazilian Petroleum Institute (IBP) since 2010 and served as CEO of IBP from 2015 to 2018. Mr. Camargo was a member of the Board of Directors of Odebrecht S.A. from 2018 to 2019, and a member of Nexans Brasil S.A.’ Strategic Advisory Board from 2014 to 2018. Mr. Camargo graduated in geology at University of Brasilia, and obtained a master’s degree in geophysics from the University of Texas in Austin.

Marcos Marinho Lutz

Mr. Lutz joined Ultrapar in April 2021 as a member of the Board of Directors and, in January 2022, he became the CEO of the Company, leaving the Board of Directors. Mr. Lutz returned to the Board of Directors as Vice-Chairman in April 2023, cumulatively with the positions of CEO of Ultrapar and member of the People Committee. Mr. Lutz also holds the position of Director of Ultra S.A. Participações since 2021. Mr. Lutz has been a member of the Board of Directors of Votorantim S.A. since 2020, and of Corteva Agriscience since 2019. He also served as a member of the Board of Directors of Rumo Logística S.A. from 2008 to 2020, and as the Chairman in 2020. Mr. Lutz was a member of the Board of Directors of Comgás S.A. from 2008 to 2020, of Raízen S.A. from 2013 to 2020, of Moove S.A. from 2008 to 2020, and of Monsanto S.A. from 2014 to 2018. He was also the Chairman of the Infrastructure Council of Federação das Indústrias do Estado de São Paulo (FIESP) from 2015 to 2021, and the Chief Executive Officer of Cosan S.A. – Indústria e Comércio from 2009 to 2020. He graduated as a naval engineer from the University of São Paulo, and holds a master’s degree in business administration from the Kellogg School of Management.

Ana Paula Vitali Jones Vescovi

Mrs. Vescovi joined Ultrapar in July 2019 as a member of the Board of Directors and the Audit and Risks Committee. Also in 2019, she became head of economics at Banco Santander Brasil. She was Chairwoman of the Board of Directors of Caixa Econômica Federal from 2017 to 2018, secretary of the National Treasury in the Ministry of Finance of the Federative Republic of Brazil from 2016 to 2018, and executive secretary of the Ministry of Finance in 2018. Mrs. Vescovi also was a member of the Board of Directors of Instituto Brasileiro de Resseguros (IRB) from 2016 to 2018. Mrs. Vescovi graduated in economics from Federal University of Espírito Santo, and holds a master degree in public sector economics from Fundação Getulio Vargas, in addition to being a specialist in public policy and government management.

Fabio Venturelli

Mr. Venturelli joined Ultrapar in April 2023 as a member of the Board of Directors and the Strategy Committee. Since 2007, Mr. Venturelli has served as CEO at São Martinho S.A., Bioenergética São Martinho S.A., Bioenergética Santa Cruz S.A., Bioenergética Boa Vista S.A., Bioenergética São Martinho Ltda., São Martinho Logística S.A., São Martinho Inova S.A., São Martinho Terras Agrícolas S.A. and São Martinho Terras Imobiliárias S.A. He has also been a member of the Board of Directors of Centro de Tecnologia Canavieira since 2015, and served as a member of the Board of Directors at Braskem from 2018 to 2020. Mr. Venturelli graduated in industrial engineering from the University of São Paulo, and in executive education from the Insead of Fontainebleau at France.

Flávia Buarque de Almeida

Mrs. Almeida joined Ultrapar in April 2019 as a member of the Board of Directors, served the Strategy Committee from 2019 to 2023 and, since April 2023, she has been a member of the People Committee. She has been the CEO and member of the Board of Directors of Península Capital S.A. since 2019, officer from 2013 to 2019, and partner since 2013. Mrs. Almeida has also been a member of the Board of Directors of O3 Gestão de Recursos Ltda. since 2021, where she also served as Officer from 2017 to 2021. She has also been a member of the Board of Directors of Groupe Carrefour since 2017 and of W2W E-Commerce de Vinhos S.A. since 2016. Mrs. Almeida was a member of the Board of Directors of Vitamina Chile S.P.A. from 2019 to 2022, and of BRF S.A. from 2017 to 2022, and also served as Officer at GAEC Educação S.A. from 2014 to 2018. Mrs. Almeida graduated in business administration from Fundação Getulio Vargas and holds a MBA from Harvard Business School, in addition to extension courses from Kellogg Graduate School of Management, Insead and Harvard.

Francisco de Sá Neto

Mr. Neto joined Ultrapar in April 2023 as a member of the Board of Directors and the People Committee. Since 2018, he is also a member of the Board of Directors at Votorantim Cimentos S.A. and has been a partner at E2F Participações S.A. He graduated in civil engineering from the Federal University of Bahia, and obtained a MBA degree in finance and organizational behavior from the University of California in Berkeley.

José Mauricio Pereira Coelho

Mr. Coelho joined Ultrapar in April 2015 as a member of the Board of Directors and, since 2019, he has served as a member of the Audit and Risks Committee. He served as Chairman of the Board of Directors of Vale S.A from 2019 to 2021, CEO of Caixa de Previdência dos Funcionários do Banco do Brasil (Previ) from 2018 to 2021, and Chairman of the Deliberative Council of Associação Brasileira das Entidades Fechadas de Previdência Complementar (ABRAPP) from 2018 to 2021. Mr. Coelho was also a member of the Board of Directors of Instituto Brasileiro de Resseguros from 2017 to 2019 and, between 2017 and 2018, he was a member of the Board of the Confederação Nacional das Empresas de Seguros Gerais, of Mapfre BB SH2 Participações S.A., of BB Mapfre SH1 Participações S.A. and of Brasilprev Seguros e Previdência S.A. Mr. Coelho graduated in accounting at Unigranrio University, holds a MBA in finance and capital markets from Fundação Getulio Vargas in Rio de Janeiro, and got specialized in corporate governance from Fundação Getulio Vargas in São Paulo.

Marcelo Faria de Lima

Mr. Lima joined Ultrapar in April 2023 as a member of the Board of Directors and the Audit and Risks Committee. He has also served as the Chairman of the Board of Directors of Kilmasan Klima Sanayl ve Ticaret AS since 2009, of Metalfrio Solutions S.A. since 2004, and of Restoque Comércio e Confecção de Roupas S.A. since 2008. He received a degree in economics from the Pontifícia Universidade Católica of Rio de Janeiro.

Peter Paul Lorenço Estermann

Mr. Estermann joined Ultrapar in April 2023 as a member of the Board of Directors and the Strategy Committee. He is a partner and an Officer of Portfolio Management at Pátria Investimentos since 2021. Mr. Estermann was CEO of Pão de Açúcar Group from 2018 to 2020, and of Via Varejo S.A. from 2015 to 2018. Mr. Estermann graduated in agronomy engineering from the Federal University of Lavras, and holds a post-graduate degree from the Harvard Business School.

Advisory Committees

Audit and Risks Committee

In accordance with our Bylaws, the Audit and Risks Committee shall be comprised only by Directors, with the majority being independent members and it must include at least one member with recognized experience in corporate accounting matters. The Committee has as main responsibilities evaluating the effectiveness of internal control and risks management mechanisms.

The Audit and Risks Committee is comprised by the Board members José Mauricio Pereira Coelho (committee coordinator), Ana Paula Vitali Janes Vescovi and Marcelo Faria de Lima, whose terms coincide with the Board of Directors terms, which is until the Annual General Shareholders’ Meeting to be held in 2025.

Internal regulation of the Audit and Risks Committee

People Committee

In accordance with our Bylaws, the People Committee shall be comprised of a majority of members of the Board of Directors, of which at least two shall be independent Directors. The Committee has as main responsibilities proposing parameters and guidelines for the remuneration policy to the Board of Directors, and assisting in the succession process of the Company’s executives.

The People Committee is comprised by the Board members Flávia Buarque de Almeida (committee coordinator), Francisco de Sá Neto and Marcos Marinho Lutz, whose terms coincide with the Board of Directors terms, which is until the Annual General Shareholders’ Meeting to be held in 2025.

Internal regulation of the People Committee

Strategy Committee

In accordance with our Bylaws, the Strategy Committee shall be comprised of a majority of members of the Board of Directors. The Committee has as main responsibilities the preparation and monitoring of strategic plans and budgets, and the capital allocation strategy.

The Strategy Committee is comprised by the Board members Jorge Marques de Toledo Camargo (committee coordinator), Fabio Venturelli and Peter Paul Lorenço Estermann, whose terms coincide with the Board of Directors terms, which is until the Annual General Shareholders’ Meeting to be held in 2025.

Internal regulation of the Strategy Committee

Fiscal Council

The Company has a Fiscal Council, which operates on a non-permanent basis, and is installed by the Shareholders’ Meeting in the legal hypotheses. The Fiscal Council is comprised of three members and an equal number of alternate members, with the duties, competences and remuneration provided for by law, with a one-year term.

Internal regulation of the Fiscal Council

Composition
Name Date of birth Position Election date Term of office Independent member
Flavio Cesar Maia Luz 07/27/1951 Chairman 04/19/2023 AGM 2024 Yes
Élcio Arsenio Mattioli 06/23/1970 Member of the Fiscal Council 04/19/2023 AGM 2024 Yes
Marcelo Gonçalves Farinha 02/22/1965 Member of the Fiscal Council 04/19/2023 AGM 2024 Yes

Flavio Cesar Maia Luz

Mr. Luz was Chairman of the Fiscal Council of Ultrapar from 2005 to 2019, and resumed the position in 2021. He also served as coordinator of our Audit and Risks Committee from 2019 to 2021. He is a member of the Board of Directors and Audit Committee coordinator of Ser Educacional S.A. since 2010, and member of the Board of Directors of Livetech Indústria e Comércio S.A. since 2021. Mr. Luz is also a member of the Audit Committee of Omega Energia S.A. and CTC – Centro de Tecnologia Canavieira since 2021, and a member of the Advisory Board of Brasanitas Empresa Brasileira de Saneamento Ltda. since 2012. Mr. Luz served as a member of the Board of Directors of Marcopolo S.A. from 2016 to 2018, and as a member of the Fiscal Council of Itaúsa S.A. from 2014 to 2020, and CTEEP S.A. from 2012 to 2020. He served as Chairman of the Fiscal Council of Duratex S.A. from 2018 to 2019, and of Linx S.A from 2018 to 2021. Mr. Luz graduated in civil engineering from University of São Paulo and holds a post-graduate degree in business administration from Fundação Getulio Vargas. He also holds certificates of continuing education programs in finance, marketing strategy, negotiation and M&A from Harvard Business School, Stanford University, California University (Berkeley) and Wharton Business School, respectively.

Élcio Arsenio Mattioli

Mr. Mattioli has been a member of the Fiscal Council since April 2023. He is also a member of the Fiscal Council of Complementary Pension Association (Ultraprev) since 2017. Additionally, he served as Administration and Control Officer at Imifarma Produtos Farmacêuticos e Cosméticos S.A. from 2014 to 2022. Mr. Mattioli graduated in accounting from College of Economics São Luiz and holds a MBA in business management from Fundação Getulio Vargas.

Marcelo Gonçalves Farinha

Mr. Farinha has been a member of the Fiscal Council since April 2023. Mr. Farinha also served as an alternate member of the Fiscal Council of HMOBI Participações S.A. from 2022 to 2023, as Commercial Director of Brasilcap Capitalização S.A from 2020 to 2022, CEO from 2019 to 2020, and Administrative, Financial, Risk and Control Director from 2017 to 2019. Mr. Farinha graduated in civil engineering, and holds a master’s degree in business economics from the Federal University of Uberlândia. He also holds a MBA in advanced finance from the University of São Paulo.

Executive Board

The Executive Board is comprised of up to eight members. According to Ultrapar’s Bylaws, the Board of Directors is responsible for appointing among the officers elected who shall perform the duties of Chief Executive Officer and Chief Financial and Investor Relations Officer. Each of the current Executive Officers were appointed by the Board of Directors for a two-year term, reelection being allowed. It is incumbent on the Executive Board to perform the acts required for the regular operation of the Company and management of its businesses.

Composition
Name Date of birth Position First election date Term of office
Marcos Marinho Lutz 12/30/1969 CEO of Ultrapar 09/22/2021 AGM 2025
Rodrigo de Almeida Pizzinatto 04/04/1977 CFO of Ultrapar 09/16/2020 AGM 2025
Décio de Sampaio Amaral 11/11/1969 CEO of Ultracargo 10/07/2019 AGM 2025
Leonardo Remião Linden 11/26/1965 CEO of Ipiranga 09/22/2021 AGM 2025
Tabajara Bertelli Costa 08/12/1971 CEO of Ultragaz 06/20/2018 AGM 2025

Marcos Marinho Lutz

For Mr. Lutz’s resume, please refer to the composition of the Board of Directors.

Rodrigo de Almeida Pizzinatto

Mr. Pizzinatto joined Ultrapar in 1999 as an intern and, since then, has worked in different areas of the Company, including Treasury, M&A, Corporate Planning and Investor Relations. From 2012 to 2014, he served as a Director of the areas of M&A, Corporate Planning and Investor Relations. From 2014 to 2018, Mr. Pizzinatto was appointed as an Officer of Extrafarma’s, responsible for different areas during his tenure, such as Expansion, Marketing, Commercial and Logistics. In June 2018, he was named CEO of Extrafarma, leading a strategic redirection and results recovery for the company. In October 2020, he was nominated Ultrapar’s Chief Financial and Investor Relations Officer. Mr. Pizzinatto graduated in business administration from Fundação Getulio Vargas and holds a MBA from Stanford Graduate School of Business.

Décio de Sampaio Amaral

Mr. Amaral joined Ultrapar in 2020. With 28 years of experience in Logistics, Supply Chain, Operations and Project Management, Mr. Amaral held leadership positions in Itautec-Philco, Souza Cruz and Vale. From 2017 to 2018, he was the CEO of Camargo Correa Infraestrutura. Mr. Amaral graduated in engineering at the Technological Institute of Aeronautics and in industrial management at Fundação Vanzolini, and holds a MBA in finance from IBMEC, in addition to specialization courses at international universities such as IMD and MIT.

Leonardo Remião Linden

Mr. Linden joined Ultrapar in 2017 as CEO of Iconic and, in April 2021, he was transferred to Ipiranga to assume the position of Commercial Vice President. Since October 2021, Mr. Linden holds the position of CEO of Ipiranga. He is also the Chairman of the Board of Directors of Iconic Lubrificantes, was a member of the Board of Directors of the Brazilian Downstream Association from 2020 to 2021, and of Plural from 2017 to 2020. Mr. Linden has a large experience in the oil and gas sector in Brazil and overseas. Prior to joining the Company, he worked in Raízen as Vice-President of Strategic Planning and M&A from 2014 to 2015, and Marketing Vice-President from 2011 to 2014. Moreover, he also worked as Sales and Marketing Vice-President for Cosan from 2008 to 2011, after an international career at ExxonMobil from 1990 to 2008. Mr. Linden graduated in business administration from Federal University of Rio Grande do Sul, in addition to specialization courses at University of North Carolina, Kellogg Business School and Thunderbird Executive Education.

Tabajara Bertelli Costa

Mr. Bertelli initiated his career at Ultrapar in 1995 in the finance department, and moved to Ultragaz in 2000, where he established a solid career, predominantly in the commercial areas. In 2015, he was transferred to Ipiranga, as an Officer, to the department of Large Consumers Market (B2B), and had the opportunity to develop and consolidate a differentiated strategy to its customers. In January 2019, Mr. Bertelli became CEO of Ultragaz. Mr. Bertelli graduated in industrial engineering and holds a master degree in business management, both from the University of São Paulo, and holds a post-graduation in finance from Fundação Getulio Vargas. Mr. Bertelli also attended the STC – Skills, Tools and Competences from Kellogg Business School as a complement to its academic graduation.

Organization Chart