BOARD, COUNCIL AND COMMITTEES

Executive Board

The Executive Board is the body responsible for supporting and monitoring the implementation of risk treatment measures, under the guidance of the Board of Directors.

Name Office
Diego Paixão Nossa Villar CEO

He is a civil engineer and completed specialization degrees in Finance at IBMEC and Project Management at FGV, in addition to having an Executive MBA from Fundação Dom Cabral and Kellogg, Diego Villar has been in the real estate market for 14 years, having worked in several areas within the Company, such as Engineering, Planning and Controllership.

Diego Wanderley CFO

Began his career in 2014 as a financial analyst at Moura Dubeux and has continued with the Company in the areas of Investment Analysis, Strategic Planning and Controllership. In 2020, he participated in the IPO process and, from 2021 to 2023, he has been the Company’s Controller. He holds a degree in Business Administration from Universidade Federal de Pernambuco, an MBA in Finance from IBMEC and an MBA in Controllership from Universidade Estácio de Sá.

Diogo Barral IRO

Began his career in 2006 as an intern in Civil Engineering at Moura Dubeux and continued his professional life in the Company’s Engineering area for the next 14 years (2006-2019). In 2020, he participated in the Company’s IPO process and, from 2020 to 2023, he has been Moura Dubeux’s Investor Relations Manager. He holds a Civil Engineering degree from Universidade Católica de Pernambuco and an MBA in Project Management from UniFBV Wyden.

Carlos Roberto Barreto Gentil Filho Engineering Officer

Carlos Roberto Barreto Gentil Filho holds a Civil Engineer degree from Sergipe Federal University “UFS”, and a Business Management MBA from FGV. Carlos Roberto has been working with real estate building for more than 30 years, and as engineering officer, for more than 20 years. All this, in relevant companies in Brazil Northeast region.

Eduardo Fernandes de Moura Real Estate Development Officer in the state of Pernambuco

Eduardo Moura is an Executive Board member of the Real Estate Company’s Association in the state of Pernambuco (ADEMI-PE) and a member of the Urban Development Board of the city of Recife, known as CDU. Currently, is the Company’s Real Estate Development Officer in the state of Pernambuco. Started his career in the Company as a civil engineer intern in 1991, since then, has occupied several positions, such as, (i) Civil Engineer, (ii) Administrative Manager, (iii) Commercial Manager, (iv) Strategic Department Manager and (v) Real Estate Development and Legalization Officer. Eduardo holds a Civil Engineering degree from “Universidade Católica de Pernambuco – UNICAP”.

Fernando Henrique Affonso Ferreira de Amorim Real Estate Development Officer in the states of Bahia and Ceará.

Fernando Amorim holds a Civil Engineering degree from “Universidade de Pernambuco-UPE” and a postgraduate degree in Civil Construction Quality Management from UPE. Currently, is the Company’s Real Estate Development Officer in the states of Bahia and Ceará. Working in the Company since 1993, he occupied several positions, such as, (i) civil engineer intern from 1993 to 1996, (ii) engineer from 1996 to 2000, (iii) Construction Manager in the state of Pernambuco between 2000 to 2007, (iv) Real Estate Development Superintendent in the states of Ceará and Rio Grande do Norte from 2007 to 2010, (v) Real Estate Development Officer (statutory) in the states of Ceará and Rio Grande do Norte from 2010 to 2017 and (vi) Real Estate Development Officer (statutory) in the states of Ceará, Rio Grande do Norte and Bahia from 2017 to 2020.

Homero Leite Maia Moutinho da Silva Real Estate Development Officer in the states of Rio Grande do Norte, Paraíba, Alagoas e Sergipe

Homero Leite Maia Moutinho da Silva was a member of the Shared Administration at Beach Class Muro Alto Resort, in the city of Ipojuca and Beach Class Convention & Flats, in the city of Recife, both in the state of Pernambuco. Currently, is the Company’s Real Estate Development Officer in the states of Rio Grande do Norte, Paraíba, Alagoas e Sergipe. He started his journey in the Company as a civil engineer intern in February 1994, since then, has occupied several positions, such as, (i) Civil Engineer, (ii) Board of Directors agent for ISO 9001 Quality System implementation, (iii) Personalization Manager, (iv) Commercial Manager, (v) Legal Department Manager, (vi) Real Estate Development Superintendent, and (vii) Real Estate Development Officer in the states of Pernambuco and Paraíba, between 2010 to 2017. Homero Moutinho holds a Civil Engineering degree from “Universidade de Pernambuco-UPE”, a postgraduate degree in Civil Construction Quality Management from “UPE” and holds a MBA in Real Estate and Civil Construction Business Management from “FGV”.

Board of Directors

The Company’s Board of Directors is responsible for governing the risk management process, so that the Company is managed in a conscious and diligent manner, based the following attributions and responsibilities:

● To approve the risk management policy;
● To determine appropriate risk tolerance levels, prioritizing risks and approving mitigation plans; and
● To supervise and approve risk response plans

Name Office
Gustavo José Moura Dubeux Chairman of the Board of Directors

Gustavo Dubeux is the Chairman of the Company’s Board of Directors. He is a founding partner of the Company and previously, hold executive positions at Moura Dubeux since 1983. Between 1998 to 2006, he was a member of the business group “Pacto 21”, participating in the long-term planning of Pernambuco state Government. From 2002 to 2004, he was Vice-President of Legislation and Tax Policy at the Association of Real Estate Market Companies in the state of Pernambuco called ADEMI/PE. Mr. Gustavo José Moura Dubeux is also a member of the American Chamber of Commerce (AMCHAN). He holds a Civil Engineering degree from the Federal University of Pernambuco “UFPE” and is a Board member certified by the Brazilian Institute of Corporate Governance “IBGC”.

Aluísio José Moura Dubeux Member

He is also one of the founding partners of the Company and has held executive positions in the Company since 1983. Mr. Aluísio José Moura Dubeux has earned a bachelor’s degree in Civil Engineering from the Federal University of Pernambuco and worked as a civil engineer at Queiroz Galvão S.A. between 1977 and 1983.

Marcos José Moura Dubeux Member

He is a founding partner of the Company and has held executive positions at Moura Dubeux since 1983. Between 1975 and 1978, he worked as an engineer at Companhia Hidroelétrica do São Francisco. Between 1978 and 1982, he worked for the Pernambuco state government as General Director of the Highway Terminal Department. He was also one of the founders of the Tourism Cluster of the Pernambuco state government. He was President of the Cluster and Director of Real Estate Affairs at Sinduscon-PE. He holds a bachelor’s degree in Electrical Engineering from the Federal University of Pernambuco and Business Administration from the University of Pernambuco-UPE.

Geraldo Sardinha Pinto Filho Independent Member

He graduated in Economics from the School of Economics of the Federal University of Minas Gerais and completed specialization programs in Finance at J.L.Kellogg Northwestern University, in the United States, and at the European Institute of Business Administration – INSEAD, in France. He is a Managing Partner of the November 17th business consultancy, a company that operates in the field of Corporate Finance and Business Strategy for mid-sized and large companies, focusing on the implementation of evaluation methodologies and performance monitoring and management to create value for shareholders; valuation for mergers, acquisitions and spin-offs; preparation of strategic business plans; restructuring, debt renegotiation and long-term financial planning; and coaching for executive officers and CEOs.

Gustavo Ribas Independent Member

Gustavo Ribas is the Navi Group CEO. Previously, worked for 7 years (2012-2019) at 3G Group, starting as an investment analyst at 3G Capital and then as a member of the Investment Committee for Latin America. From 2016 to 2019, he was director of Burger King’s global treasury in the U.S. and global head of real estate. His career started at BBM Bank (2005-2010) and between 2010 to 2012, he was an equity research associate in Itaú Asset’s High Alpha team. Gustavo holds an Economics degree from UFRJ, a Law degree from UERJ and a master’s in Finance from FGV.

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Fiscal Council

The Fiscal Council is an independent body responsible for inspecting the acts of the managers and the Company’s financial/accounting activities, aiming at protecting the interests of the shareholders and ensuring the Company’s compliance. The body will be composed of at least 3 (three) and at most 5 (five) effective members and an equal number of substitutes.

Name Office
Thiago Arraes de Alencar Norões Permanent

Thiago Norões holds a bachelor’s degree in law from the Federal University of Pernambuco. He is currently attorney for the State of Pernambuco and partner at Norões Azevedo Sociedade de Advogados law office. Thiago has extensive experience as member and chairman of boards of directors in companies located at Pernambuco. Additionally, he has expertise in corporate law, corporate restructuring, civil process, and civil construction.

João Guilherme Ferraz Pedrosa Guerra Substitute

João Guilherme holds a bachelor’s degree in law from the Universidade Católica de Pernambuco, is post-graduating in Tax Law from the Universidade Católica de Pernambuco and is majoring in Accounting Sciences from the FIPECAFI/SP. Additionally, he worked in relevant law offices in the state of Pernambuco and as tax coordinator at Moura Dubeux.

Mario Roberto Perrone Lopes Permanent

Mario Roberto holds a bachelor’s degree in accounting from the PUC SP – Pontifícia Universidade Católica, and a Banking MBA from the Instituto Paulista de Educação Continuada, an MBA in Communication Strategy from the FGV – Fundação Getúlio Vargas, a Senior Executive Course from INSPER, a Board Member Course from IBGC and a Private Banking Executive MBA from FGV. Additionally, he holds a Financial Planner Certified from the CFP Planejar and a Professional Certification Series 20 by ANBIMA. Currently, he is the Commercial and Product Officer in BB Asset Management, an asset of Banco do Brasil, and has 22 years of experience in the financial market.

Marcelo Gusmão Arnosti Substitute

Marcelo Gusmão holds a bachelor’s degree in economy from UNESP and a master’s in economics from UFRGS and a International Relations MBA from FGV/RJ. He is currently the Executive Manager of Multimarket, Equities and Offshore at BB Asset, and also serves as an alternate member of the PREVI Advisory Board. Previously, occupied the position of Executive Manager of Analysis and Domestic Allocation at BB Asset and worked as deliberative board member of AMEC Brasil – Associação de Investidores no Mercado de Capitais. Between 2004 to 2018 he was Chief Economist of BB Asset.

Eric Alexandre Alencar Permanent

Eric Alencar holds a bachelor’s degree in mechanical engineer from the University of São Paulo and a Finance and Management MBA from The Wharton School. Previously, he occupied the position of CFO and IRO in companies such as Cyrela, Grupo Oncoclinicas, Aché Laboratórios Farmacêuticos, as well as on boards, including the real estate developer Gafisa. He is currently the CFO at Carrefour Brasil Holding.

Otacilio Xavier da Rocha Junior Substitute

Otacilio Xavier holds an Accounting Technician degree from Liceu de Artes e Ofícios da Universidade Católica de Pernambuco and a Financial Management from Faculdade Boa Viagem. Otacilio has 15 years of experience in the accounting area, and since 2020 is a partner at Econt, an accounting company, in which he maintains business, corporate and tax consulting in large business groups, as well as in family succession tax planning. In addition, he has worked in the preparation and monitoring of projects at Sudene (Brazil Northeast Development
Superintendence Agency) and financial institutions.

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Statutory Audit and Risk Committee

The Statutory Audit and Risk Committee is responsible for:

● Evaluating and monitoring the Company’s exposure to risks that may affect its sustainability;
● Supervising the activities of the Internal Audit area;
● Assessing the effectiveness of the Company’s risk management model and suggesting solutions for improving internal risk management processes to the Board of Directors;
● Recommending that the Board of Directors review or implement changes, prioritize issues and make additions to the Company’s risk matrix;
● Advising the Company’s Board of Directors in the evaluation of policies, limits and action plans; and
● Assessing and monitoring compliance with and the effectiveness of the risk management policy and recommending any necessary corrections or improvements to the Board of Directors.

The Statutory Audit and Risk Committee has operational autonomy and its own budget, approved by the Board of Directors.

Name Office
Gilberto Loureiro Member

Accountant and business administrator. Participated in several courses, into Brazil and abroad, in the areas of accounting, auditing, corporate legislation, CVM, BACEN, company valuations and internal controls, both as instructor and participant. Worked in several firms and is currently a member of audit committees in other companies, also serves on the tax councils of companies and is developing audit projects, judicial expertise, business consulting and outsourcing.

Paulo Roberto Tavares de Almeida Member

Paulo Roberto Tavares de Almeida graduated in accounting from the Visconde de Cairú Foundation (Salvador, Bahia), with a postgraduate degree in Family and Succession Law from the Brazilian School of Law (EBRADI) and an MBA in Business Management from the Fundação Getúlio Vargas (FGV).  Professional with 30 (thirty) years of experience as a consultant to companies from various sectors, starting his career at KPMG in 1989. Since 2014, he has been a founding partner of 2PAR, a consulting firm focused on financial and organizational restructuring, and served as a member of the board of directors of GRUPO OAS S.A. between March 2017 and January 2020, and board of directors advisor to family companies, covering the technology, distribution, infrastructure and retail sectors. He worked for 16 years at Deloitte, 10 of them as a partner and leader of tax and corporate practice in the Northeast region of Brazil. Also at Deloitte, he was a member of local and global committees and led and co-led the start of two regional offices. Prior to that, he was an audit manager, and later tax consultancy, at EY.

Geraldo Sardinha Pinto Filho Member

He graduated in Economics from the School of Economics of the Federal University of Minas Gerais and completed specialization programs in Finance at J.L.Kellogg Northwestern University, in the United States, and at the European Institute of Business Administration – INSEAD, in France. He is a Managing Partner of the November 17th business consultancy, a company that operates in the field of Corporate Finance and Business Strategy for mid-sized and large companies, focusing on the implementation of evaluation methodologies and performance monitoring and management to create value for shareholders; valuation for mergers, acquisitions and spin-offs; preparation of strategic business plans; restructuring, debt renegotiation and long-term financial planning; and coaching for executive officers and CEOs.

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Ethics and Conduct Committee

The committee has a multidisciplinary composition and has a guiding, advisory and deliberative feature, promoting MD’s Compliance Program progress and the best practices in line with the Company’s Ethics and Conduct Code.  The Committee also aims to improve other normative instruments related to the Company’s integrity and Compliance.

Name Office
Adriano Marcelo Baptista Coordinator of the Ethics and Conduct Committee

Adriano Baptista holds a Law degree from Universidade de Fortaleza – Unifor and currently is the legal & Compliance manager at Moura Dubeux Engenharia. Previously, worked at Oi/Telemar Group, Companhia Energética de Pernambuco – CELPE and Coca-Cola. He was a partner in a law office for 2 years. Adriano holds a public and energy law postgraduate degree. He also holds a Business Management MBA and several courses related to legal area, Compliance, and management from INSPER, Dom Cabral, IBMEC, FGV, The University of Georgia (USA) and University of London (UK).

Gustavo Ribas Member

Gustavo Ribas is the Navi Group CEO. Previously, worked for 7 years (2012-2019) at 3G Group, starting as an investment analyst at 3G Capital and then as a member of the Investment Committee for Latin America. From 2016 to 2019, he was director of Burger King’s global treasury in the U.S. and global head of real estate. His career started at BBM Bank (2005-2010) and between 2010 to 2012, he was an equity research associate in Itaú Asset’s High Alpha team. Gustavo holds an Economics degree from UFRJ, a Law degree from UERJ and a master’s in Finance from FGV.

Tassya Maelle de Amorim Martins Member

Maelle Martins has over 8 years of experience in auditing. Started her career at Deloitte, where worked between 2013 to 2020, in audit and consulting projects in several sectors (industrial, hospital, construction, concession, among others). Maelle holds an Accounting Sciences degree from Universidade Federal de Pernambuco – UFPE, also has technical qualification CNAI/CVM and specialization in corporate accounting, internal controls, and governance. Currently at MD, she is responsible for the Internal Audit sector, an effective member of the Ethics and Conduct Committee and participates as secretary of the Audit and Risks Committee.

Paulo Victor de Sousa Lima Member

Paulo Lima has been working in the legal area since 2015, in both a consultative role as well as litigation. He holds a bachelor’s degree in Law from the Catholic University of Pernambuco (UNICAP), has post-Graduate studies in Civil and Business Law (IBMEC – The Brazilian Capital Markets Institute) and Civil Procedural Law (UFPE – The Federal University of Pernambuco). As well as extension courses in Data Protection and Privacy (LFG) and Legal English (FGV -Getúlio Vargas Foundation). Member of both the Real Estate Law and Privacy and Data Protection Committees of OAB/PE, (The Brazilian Bar Association). He is currently Compliance Supervisor and a regular member of the Ethics and Conduct Committee of Moura Dubeux Engenharia S/A.

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People Comitee

Name Office
Gustavo Ribas Coordinator

Gustavo Ribas is the Navi Group CEO. Previously, worked for 7 years (2012-2019) at 3G Group, starting as an investment analyst at 3G Capital and then as a member of the Investment Committee for Latin America. From 2016 to 2019, he was director of Burger King’s global treasury in the U.S. and global head of real estate. His career started at BBM Bank (2005-2010) and between 2010 to 2012, he was an equity research associate in Itaú Asset’s High Alpha team. Gustavo holds an Economics degree from UFRJ, a Law degree from UERJ and a master’s in Finance from FGV.

Diego Paixão Nossa Villar Member

He is a civil engineer and completed specialization degrees in Finance at IBMEC and Project Management at FGV, in addition to having an Executive MBA from Fundação Dom Cabral and Kellogg, Diego Villar has been in the real estate market for 14 years, having worked in several areas within the Company, such as Engineering, Planning and Controllership.

Maria Lucia Dubeux Paranhos Ferreira Member

Maria Lúcia Dubeux Paranhos Ferreira is an architect and urban planner, graduated from Universidade Federal de Pernambuco – UFPE, currently is the People and Management Manager at Moura Dubeux Engenharia holding this position for 10 years. Previously, she was a partner in an architecture and interior design office and a partner in a franchise of planned furniture. Between 2011 to 2014, she was an effective member, of the Family Company’s Commission at the Brazilian Corporate Governance Institute “Instituto Brasileiro de Governança Corporativa – IBGC”.

Geraldo Sardinha Pinto Filho Member

He graduated in Economics from the School of Economics of the Federal University of Minas Gerais and completed specialization programs in Finance at J.L.Kellogg Northwestern University, in the United States, and at the European Institute of Business Administration – INSEAD, in France. He is a Managing Partner of the November 17th business consultancy, a company that operates in the field of Corporate Finance and Business Strategy for mid-sized and large companies, focusing on the implementation of evaluation methodologies and performance monitoring and management to create value for shareholders; valuation for mergers, acquisitions and spin-offs; preparation of strategic business plans; restructuring, debt renegotiation and long-term financial planning; and coaching for executive officers and CEOs.

Click here to access the Internal Regulation.