Board Of Directors
The board of directors of Heringer is a decision-making body that is responsible for determining the guidelines and general policies of the business, including its overall long-term strategy, as well as controlling and overseeing its performance. The board of directors is also responsible for, among other matters, supervising the activities of its executive officers.
According to its bylaws, the board of directors must consist of a minimum of five and a maximum of nine members. The board of directors is composed of one president and one vice-president, and all members must hold at least one of Heringer’s shares, in accordance with Brazilian Corporation Law. The members of the board of directors are elected at a general shareholders’ meeting and serve for two-year terms, with re-election permitted. Each member is subject to removal at any time by the shareholders. The members of the board of directors must remain in office until a successive member takes office. The members of the board of directors are not subject to mandatory retirement. According to the rules of the Novo Mercado, at least 20% of the members of the board of directors must be independent.
The board of directors generally meets four times a year and extraordinarily when called by the president or by the vice-president. These meetings are generally held at Companies headquarters or as otherwise provided by the bylaws. Meetings of the board of directors require the presence of a majority of its members on the first call, and the participation of at least three members on the second call. According to the bylaws, decisions are taken by the affirmative vote of a majority of members, after accounting for temporary absences and vacancies, in accordance with the bylaws. The president of the board of directors is responsible for casting the tie-breaking vote.
The number of members of the board of directors is determined by a majority vote at a general shareholders’ meeting. Blank votes are not taken into account and the minimum number of members is five. According to CVM Rule No. 282 of June 26, 1998 and the Brazilian Corporation Law, shareholders representing at least 5% of the voting capital stock have the right to request cumulative voting.
Mr. Donal Mathews Lambert is a senior leader with extensive experience in the global fertilizer industry and in logistics. Currently, he is the CEO for North and South America of the EuroChem Group. He joined the EuroChem Group, in 2017, as a Commercial Executive Director for North America and achieved expressive results over these past 6 (six) years, increasing sales volume by more than 200% and profitability by 400%. At the beginning of his career, he held senior positions at Koch Industries in Wichita, Kansas, USA.
Mr. Gustavo Bastide Horbach holds a degree in Civil Engineer from the School of Engineering at PUC-RS, and an MBA and an academic master’s degree in Business Administration from Universidade Federal do Rio Grande do Sul (UFRGS), as well as several post-graduate degrees in negotiation, mergers and acquisitions, and management from Harvard Business School and Wharton. During his 25-year career in large projects and capital-intensive industrial operations includes, he worked at national and multinational companies such as CBi, SCGás, Copesul, Braskem, Yara, and Mubadala/Trafigura.
Mr. Dmitry Boldyrev holds a degree in Industrial Engineering from the St. Petersburg Economic University and soon after began working at the Kingisepp fertilizer production plant, which later became part of the EuroChem Group. He has over 20 years of experience leading Business Operations in the EuroChem Group. Currently, he is the Global Commercial Director of the EuroChem Group.
Mrs. Olga Plevako, born in Dnepropetrovsk, USSR, has a degree in Economics from The Russian Government Finance Academy (currently named Moscow Finance University). She is currently M&A Officer of AIM Holding Ltd., a company that is part of the EuroChem Group. From 1999 to 2021, she was an Investment Advisor at KPMG CIS, where she became partner in 2013.
Mr. Flavio Cesar Maia Luz holds a degree in Civil Engineering from Escola Politécnica from USP (1973), with a specialist degree in Business Administration from FGV (1978), a specialist degree in Applied Economics from FGV (1981), and degrees in Corporate Finance from Harvard Business School (1986), Marketing Strategy from Stanford University (1990), Trading from California University – Berkeley (2004), and Mergers and Acquisitions from the Wharton Business School (2007). He has been a Managing Partner of Doing Business Consultoria Empresarial Ltda. since 2010, in the Governance and Corporate Finance area. He served as Vice-Chairman of the Board of Directors of Eletropaulo Metropolitana Eletricidade de São Paulo S.A., from 1999 to 2001, and Vice-Chairman of the Board of Directors of Light S.A. He has been Chairman of the Supervisory Board of Ultrapar Participações S.A., a holding company, since 2005, and member of the Board of Directors of Ser Educacional, a company in the educational sector, since 2010. He is also member of the Board of Directors of Senior Solution.
Mr. Antonio Donizetti Rubbo holds a degree in Business Administration from PUC – SP, a post-graduate degree in Business Economics from PUC – Campinas, participated in the Senior Management Course – Training for Board Members from FGV, and holds specialist degrees in Controllership for Executives from FGV, and in Management and Succession of Family Businesses. He also serves as Director of the IBEF – Campinas Commission. He is an executive focused on business management, with over 30 years of experience in the financial market, where he worked in several Tier-1 financial institutions, having developed a career in the Corporate and Middle Market field. He has solid knowledge of credit process, risk management, debt renegotiation and banking products. He also served as “Exame Review” in credit audit in Argentina and Chile. He was a member of the faculty of Administration Courses at Senac – Campinas and gave several lectures on the importance of “Financial Administration in Business Management” and “Currency Hedge and its challenges”.
Board Of Executive Officers
The board of executive officers of Heringer is composed of a minimum of two and a maximum of seven members. The members of the board of executive officers must be residents of Brazil and are elected by the board of directors to two-year terms. Re-election is permitted and all officers are to remain in office until their successor is elected and takes office
The board of executive officers is responsible for the day-to-day administration of the business, except for those activities and decisions reserved to be made by the board of directors or the shareholders, pursuant to applicable law or the bylaws.
The board of executive officers ordinarily meets once a month and extraordinarily when necessary. Meetings of the board of executive officers are called by the chief executive officer, with at least 24 hours of prior notice, or by two-thirds of the executive officers, with at least 48 hours of prior notice. A majority of the executive officers must be present to constitute a quorum. According to the bylaws, the decisions of the board of executive officers require a majority vote of attending members, or those who have indicated their vote in accordance with the bylaws, after accounting for temporary absences or vacancies. The chief executive officer is responsible for casting any tie-breaking vote.
Mr. Gustavo Bastide Horbach holds a degree in Civil Engineer from the School of Engineering at PUC-RS, and an MBA and an academic master’s degree in Business Administration from Universidade Federal do Rio Grande do Sul (UFRGS), as well as several post-graduate degrees in negotiation, mergers and acquisitions, and management from Harvard Business School and Wharton. During his 25-year career in large projects and capital-intensive industrial operations includes, he worked at national and multinational companies such as CBi, SCGás, Copesul, Braskem, Yara, and Mubadala/Trafigura.
Mr. Pérsio Pimentel Pinto Ravena has bachelor’s degrees in Accounting and Finance from PUC-SP, and in Business Administration from FGV-SP, with wide experience and a rising career in multinationals in the areas of Finance, Treasury, FP&A, Controllership, Business Transformation, M&A, Business Integrations and Divestments, Supplies and Information Technology. He also has strong experience in strategy, transformation and business growth through mergers and acquisitions. Moreover, he has extensive knowledge acquired over a 25-year career in industries related to Agriculture, Commodities Markets, Animal Health and Nutrition, Nutrition, Food, Ingredients and Beverages. He last served at Cargill and Citrosuco.
Mr. Nicolas Cereza has a bachelor’s degree in Chemical Engineering from the Universidade Federal do Paraná (UFPR) and an MBA from FAE Business School. He has vast experience in Brazilian agribusiness, having worked in this sector, since 2005, at multinational companies such as ED&F Man and CHS. In 2018, he joined the Eurochem Group as the logistics officer of Fertilizantes Tocantins.
A Production Engineer with an MBA in Maintenance Engineering, Mr. Oliveira has 15 years of experience in Mining, Logistics, Engineering, Port Operations, and Fertilizers. In the last seven years, he held middle-management positions, simultaneously acting in different locations.
Mr. Fábio Cânfora is a Supply Chain/Business Development executive with over 20 years of experience in the energy/chemical industries.
He has global experience in supply chain strategy and execution on a broad range of large-scale Engineering-Purchasing-Construction (EPC) projects.
He is also a leader executive with a proven track record in delivering exceptional results and performance, while driving the execution of best practice procedures through diverse and geographically segmented teams in the Procurement, Strategic Sourcing, Subcontracts, Materials Management, Logistics and Trade Compliance areas.
He has strong commercial skills, having developed and strengthened his knowledge on strategic markets by working at multinational and multicultural organizations such as Eurochem, Saipem/ENI, Technip/FMC, and Maire Tecnimont worldwide (in Brazil, Europe, Middle East, and Asia).