Management

Board of Directors

JHSF‘s board of directors is its main decision-making body, responsible for establishing its general business policies, including its long-term strategy. It is also responsible, among other things, for supervising how the executive officers manage the Company‘s business.

According to JHSF‘s Bylaws, the board of directors may not be classified and is composed of not less than five and not more than nine members, in line with the requirements of the Novo Mercado, the special listing segment of the Bovespa to which the Company has adhered. The number of members of the board of directors is set in the annual shareholders‘ meeting by majority vote of holders of its common shares. The directors are elected in the annual shareholders‘ meeting for a term of office of one year, re-election being permitted, and they may be removed from office at any time by a shareholders‘ meeting.

The Brazilian Corporate Law permits the adoption of cumulative voting, if formally requested by shareholders representing at least 5% of its voting capital. If adoption of cumulative voting is not requested, directors are elected by a majority vote of holders of its common shares present at the meeting or represented by proxy. Shareholders may only vote for groups of candidates that were submitted to JHSF in writing at least five days prior to the date for which the respective meeting has been convened. A shareholder or group of shareholders may submit only one group of candidates to stand election.

Directors Title Date of election End of term of office
José Auriemo Neto Chairman May 15, 2018 ASM of 2019

José Auriemo Neto was chief executive officer from 2006 to May 2014 and currently he serves as executive chairman of the company. He is also chief executive officer of JHSF Par since 2003. He joined the group companies in 1993, and in 1997 founded its services department, by creating the parking lot management company Parkbem. In 1998, he began the shopping center department by obtaining the rights to develop Shopping Santa Cruz, and became responsible for implementing and managing it. He has been a member of its board of directors since JHSF was formed in 2006. He has also been a member of the YPO since 1999, and was an executive officer of that organization for two mandates in the periods 2003/04 and 2004/05.

Thiago Alonso de Oliveira Director May 15, 2018 ASM of 2019

Thiago Alonso de Oliveira is Chief Executive Officer, Chief Financial and Investor Relations Officer of JHSF Participações S.A. He has degree in Law from the Pontifical Catholic University of São Paulo (PUC - SP) and a post-graduate diploma in Finance and Business from the Getulio Vargas Foundation (FGV). He was CFO and IRO of Paranapanema S.A., Perenco Participações S.A. and Lupatech S.A. and Executive Officer for Latin America at General Electric. He developed his career in the service, industrial, energy and banking sectors, with a focus on financial processes and new business development. His main achievements include two IPOs, several capital market debt operations, financial process organization, cost reduction and turnaround programs, the implementation of shared service centers, and operations with development banks and institutional investors. He has taken part in more than 30 M&A transactions and private equity operations.

Eduardo S. Camara Director May 15, 2018 ASM of 2019

Eduardo Silveira Camara, member of the board of directors of JHSF Participações S.A. He is a graduate in business administration of the FGV, and holds an MBA from the Wharton School. He was manager at Garantia Investment Bank and Bank of America, executive officer at Banco Multiplic, as well as having been vice president, a member of the board of directors and officer for investor relations at UNIPAR and its subsidiaries and associates, among which are Petroquímica União, Carbocloro and Deten. Mr. Camara was also an executive officer for the Schahin Group and a member of the board of directors of the IBGC.

Richard Barczinksi Independent Director May 15, 2018 ASM of 2019

Richard Barczinski, is member of the board of directors of JHSF Participações since 2009. He is also President of H. Brasil, responsible to implement and management Hermês stores in Brazil. He has an extensive experience in luxury goods. He was President of H. Stern.

Osvaldo Roberto Nieto Independent Director May 15, 2018 ASM of 2019

Osvaldo Roberto Nieto was a professor in the Accounting, Finance and Control Department of the Business School of the Getulio Vargas Foundation in São Paulo (FGV-SP) until June 30, 2012. He is a partner of BDO RCS, Consultores & Auditores, former partner and CEO of Baker Tilly Brasil Auditores & Consultores, Head of Baker Tilly International for Latin America and a member of its Board of Directors. He was also a consultant and Planning and Control Officer at Accor, a manager at PWC. and professor of the Post-Graduate Finance Course at ESPM and IBMEC.

Luiz Gonzaga de Mello Belluzo Independent director May 15, 2018 ASM of 2019

Luiz Gonzaga de Mello Belluzzo, is a member of its board of directors. He graduated in law from the Universidade de São Paulo (University of São Paulo) in 1965. He completed a graduate-level economic development course developed by the CEPAL/ILPES in 1969, specializing in industrial planning and development. He was hired as an assistant professor at the Departamento de Economia e Planejamento Econômico (Department of Economics and Economic Planning), or DEPE, at the Universidade Estadual de Campinas (State University of Campinas), where he received his doctorate in 1975. He became a full professor in 1986. He is currently full professor at Unicamp and editorial consultant to the Carta Capital magazine since 1996. Between 1974 and 1992, he was economics adviser to the Partido do Movimento Democrático Brasileiro (Brazilian Democratic Movement Party), or PMDB, a Brazilian party opposed to the military regime. Between 1985 and 1987, he was secretary for economic policy at the finance ministry. Between 1988 and 1990, he was secretary for science and technology of the state of São Paulo. In 2001, he was included in the "Biographical Dictionary of Dissenting Economists", among the 100 heterodox economists of the twentieth century. He was awarded the intellectual prize of the year - Juca Pato award - 2005 edition, granted by the União Brasileira de Escritores (Brazilian Writers‘ Union), or UBE, for the book: Ensaios Sobre o Capitalismo no Século XX (Treatises on Capitalism in the 20th Century).

Ariovaldo dos Santos Independent director May 15, 2018 ASM of 2019

Ariovaldo dos Santos, is an independent member of JHSF Participações S.A. Board of Directors. He graduated in Economics and Accounting at Fundação Santo André; and received his Masters in Accounting (1980), Doctorate in Accounting (1993), and a ‘Livre-Docência’ degree in Accounting (1999) from the FEA/USP. Mr. Santos developed an academic career as teacher of the Department of Accountancy and Actuarial Science at FEA/USP University since 1986; published several books about accounting; and received the Honoris Causa title from FECAP in 2014. Mr. Santos is president of the Instituto Brasileiro de Pesquisas Contábeis Atuariais e Financeiras - IPECAFI since January 2005, and board member of Fundação Instituto de Pesquisas Contábeis Atuariais e Financeiras - FIPECAFI since April 2009. Before, he was president of Fundação Instituto de Pesquisas Contábeis Atuariais e Financeiras - FIPECAFI (from Jan/03 to Dec/04), and member of the Fiscal Council of Companhia Paranaense de Energia - COPEL (2003-2005), Votorantim Celulose e Papel S.A. (2002-2004), Seara Alimentos S.A (2000), VASP - Viação Aérea São Paulo S/A (1975-1977), DERSA - Desenvolvimento Rodoviária S/A. (1975-1976), CAIC - Cia. Agrícola, Imobiliária e Colonizadora (1975) and FEPASA - Ferrovia Paulista S/A (1974-1976).

Board of Executive Officers

The executive officers are JHSF‘s legal representatives. They are also the principal individuals responsible for the Company‘s day-to-day management and for implementing the general policies and directives set forth by the board of directors.

According to the Brazilian Corporate Law, each member of the executive board should be resident in Brazil, and may or may not be a shareholder. In addition, up to a maximum of one-third of the positions of the board of directors may be occupied by members of the executive board.

The executive officers are elected by the board of directors for a three-year term of office, with reelection permitted, and may be removed from office at any time by the board of directors.

Executive officers Title Date of election End of term of office
Thiago Alonso de Oliveira Chief Executive Officer, Chief Financial Officer and Investor Relations Officer January 31, 2018 January 30, 2021

Thiago Alonso de Oliveira is Chief Executive Officer, Chief Financial and Investor Relations Officer of JHSF Participações S.A. He has degree in Law from the Pontifical Catholic University of São Paulo (PUC - SP) and a post-graduate diploma in Finance and Business from the Getulio Vargas Foundation (FGV). He was CFO and IRO of Paranapanema S.A., Perenco Participações S.A. and Lupatech S.A. and Executive Officer for Latin America at General Electric. He developed his career in the service, industrial, energy and banking sectors, with a focus on financial processes and new business development. His main achievements include two IPOs, several capital market debt operations, financial process organization, cost reduction and turnaround programs, the implementation of shared service centers, and operations with development banks and institutional investors. He has taken part in more than 30 M&A transactions and private equity operations.

Wilmar Silva Rodriguez Executive Vice-President January 31, 2018 January 30, 2021

Wilmar Silva Rodriguez, Executive Vice President of JHSF Participações S.A. - working in JHSF since September 2013, as a director. He is economist, graduated in Pontificia Univerdade Catolica of Rio de Janeiro and holds an MBA from Thunderbird School of Global Management, USA. Previously, he was managing director at Vera Cruz Empreendimentos Imobiliários, for thirteen years he was managing director at Transamerica Expo Center & Transamerica Eventos and was also corporate finance at Banco Real de Investimento.

João Alves Meira Neto Chief Legal Officer January 31, 2018 January 30, 2021

João Alves Meira Netois Chief Legal Officer of JHSF Participações S.A. He is a lawyer graduated from Law School of São Paulo University - USP, with an specialization course at University of Cambridge. He was an associated lawyer at Pinheiro Neto Advogados, Legal Manager of Metro Banco Banco de Investimentos and of Banco Varig, as well as Chief Legal Officer of Banco BNL do Brasil and of Grupo Schahin. He was also member of the Board of Directors of BNL Previlavoro Fundo de Previdência Privada.

Statutory Audit Committee

Executive officers Title Date of election End of term of office
Osvaldo Roberto Nieto Effective Member July 6, 2018 1 year

Osvaldo Roberto Nieto is independent director of JHSF Participações S.A. Board of Directors. He was a professor in the Accounting, Finance and Control Department of the Business School of the Getulio Vargas Foundation in São Paulo (FGV-SP) until June 30, 2012. He is a partner of BDO RCS, Consultores & Auditores, former partner and CEO of Baker Tilly Brasil Auditores & Consultores, Head of Baker Tilly International for Latin America and a member of its Board of Directors. He was also a consultant and Planning and Control Officer at Accor, a manager at PWC. and professor of the Post-Graduate Finance Course at ESPM and IBMEC.

Ademir José Scarpin Effective Member July 6, 2018 1 year

Ademir José Scarpin was an alternate member of the Fiscal Council of JHSF Participações S.A.. He has a degree in Business Administration from the Getulio Vargas Foundation Business School (EAESP-FGV) and a degree in Accounting from Faculdade de Ciências Contábeis Paulo Eiró. He has been an executive partner of STCA Consultoria e Auditoria since 2004 and a sitting member of the Fiscal Council of Transnordestina Logística S.A. since 2012 and Esporte Clube Pinheiros since 2007. He was an executive officer at Companhia Metalúrgica Prada between 2004 and 2006 and at Brasil Telecom S.A. between 2001 and 2003. He was Vice-President and Controller of Vésper from 1999 to 2001 and Controller of Grupo Vicunha between 1985 and 1999, as well as Internal Audit Manager at Corporação Bonfiglioli and Pricewaterhousecoopers from 1972 to 1984. He was a member of the Board of Directors of Aurus Participações S.A. in 2007, and between 2008 and 2011, and of Companhia Metalúrgica Prada between 2004 and 2008, a sitting member of the Fiscal Council of BRASILAGRO Companhia Brasileira de Propriedades Agrícolas between 2011 and 2012, Camargo Côrrea Desenvolvimento Imobilíario S.A. - CCDI between 2001 and 2012, União Química Farmacêutica Nacional S.A. between 2009 and 2011, Cosan S.A. Indústria e Comércio between 2007 and 2009, Aços Villares between 2004 and 2009, GPAT S.A. Propaganda e Publicidade between 2008 and 2009, Embraço - Empresa Brasileira de Compressores between 2005 and 2006, Fundação Sistel de Seguridade Social in 2003, and Companhia Siderúrgica Nacional between 1998 and 1999 and from 2001 to 2002. He was also an alternate member of the Fiscal Council of Fertilizantes Fosfatados and Fertifos Administração e Participação S.A. between 2009 and 2010.

Ariovaldo dos Santos Effective Member July 6, 2018 1 year

Ariovaldo dos Santos, is an indenpendent director of JHSF Participações S.A. Board of Directors. He graduated in Economics and Accounting at Fundação Santo André; and received his Masters in Accounting (1980), Doctorate in Accounting (1993), and a ‘Livre-Docência’ degree in Accounting (1999) from the FEA/USP. Mr. Santos developed an academic career as teacher of the Department of Accountancy and Actuarial Science at FEA/USP University since 1986; published several books about accounting; and received the Honoris Causa title from FECAP in 2014. Mr. Santos is president of the Instituto Brasileiro de Pesquisas Contábeis Atuariais e Financeiras - IPECAFI since January 2005, and board member of Fundação Instituto de Pesquisas Contábeis Atuariais e Financeiras - FIPECAFI since April 2009. Before, he was president of Fundação Instituto de Pesquisas Contábeis Atuariais e Financeiras - FIPECAFI (from Jan/03 to Dec/04), and member of the Fiscal Council of Companhia Paranaense de Energia - COPEL (2003-2005), Votorantim Celulose e Papel S.A. (2002-2004), Seara Alimentos S.A (2000), VASP - Viação Aérea São Paulo S/A (1975-1977), DERSA - Desenvolvimento Rodoviária S/A. (1975-1976), CAIC - Cia. Agrícola, Imobiliária e Colonizadora (1975) and FEPASA - Ferrovia Paulista S/A (1974-1976).

Ownership Breakdown

Laws, policies, codes and plans

Minutes of Meetings

File

Material Facts and Announcements

File

(*) Information available in Portuguese only

Last Update on January 15, 2019