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Management Model

HEJOASSU, the parent holding company of Votorantim, is the umbrella entity for the four branches of the Ermírio de Moraes family, the 4 sons of José Ermírio de Moraes, with a 25% equity stake for each group, so that the values, principles and strategies that have permeated the company for almost a century are maintained and preserved.

In 2015, HEJOASSU structured its Board of Directors with 12 members of the family, including fourth-generation personnel. The highest instance of governance is the Board of Directors of Votorantim S.A., responsible for defining the company’s guidelines and strategic path.

It consists of 12 members, with a three-year term of office with reelection permitted. The Chairman is Raul Calfat, who took up the position in 2014, and eight members are part of the Ermírio de Moraes family.

In 2015, three independent members were appointed to the Board as part of the evolution of the new governance model. They are Oscar Bernardes and José Luiz Majolo, who began their activities in 2015, and Sergio Eraldo Pinto, who took office in January 2016.

The evolution of the governance model has simplified the holding company structure at Votorantim, through the takeover of Votorantim Participações (VPar) by Votorantim Industrial (VID), which them adopted the name of Votorantim S.A. commencing January 1, 2016.

The Boards and the Management of the companies, in turn, have been tasked with validating the strategic planning of each business, approving key projects and investments and monitoring performance. They consist of members of the board of Votorantim S.A., executive officers of the holding company and independent members (in the case of Fibria, Votorantim Cimentos and Votorantim Metais).

At Citrosuco, Votorantim shares shareholder control with the Fischer Group, each holding a 50% stake, and has two shareholders representing it on the Board of Directors.

Fibria, the public company listed on the Novo Mercado segment of the BM&FBovespa, has a consolidated and recognized governance model. Votorantim has a 29.42% equity stake in the company.

At Banco Votorantim, the company has been a joint shareholder with Banco do Brasil since 2009, when BB acquired 50% of the institution’s capital stock.