We seek the continuous evolution of our model with the inclusion of internationally recognized principles to guarantee the perpetuity of the Algar group, the practice of Purpose and Values, the commitment to serving with agility, the development of innovative solutions and the overcoming of results capable of generating prosperity to all stakeholders.
We were members, since 2010, of the Latin American Companies Circle of Corporate Governance, a forum created by the Organization for Economic Cooperation and Development (OECD) and by the International Financial Corporation (IFC), of the World Bank, formed by 14 leading Latin American companies , who operated from 2010 to 2021 in order to provide in order to provide private sector contributions to regional corporate governance development and share their experiences.
We are also recognized as a reference in family governance, always seeking to evolve best practices.
BOARD OF DIRECTORS
Focused on ensuring the Group’s continuity – which includes strategic decisions on capital allocation and return, performance, risk management and people –, the Board of Directors develops its duties with based on the culture of the Algar group, aiming to generate value in the long term. Valuing the diversity of profiles, it has seven members, three of which are independent, with no ties to the Company or the controlling family. Our Bylaws prohibit the accumulation of executive and Board positions.
Once per term the body is evaluated in three dimensions: as a collegiate body, the individual directors, and the Chairman of the Board. The functioning of the Board, as well as its responsibilities and relationships, is defined in the Internal Regulation, as recommended by the Code of Good Corporate Governance Practices (IBGC).
Since 2002, the members of the Garcia Family have had a discussion forum on topics related to their three fundamental roles: Family, Worker and Owner. Currently, the Board of Partners is composed of 9 members, including shareholders and direct descendants, and its actions are based on the Constitution of the Garcia Family.
AUDITING AND RISK MANAGEMENT COMMITTEE
Its function is to ensure quality, integrity, transparency and credibility to economic and financial disclosures, in addition to being diligent in relation to the appropriate corporate and operational risk management policy, striving for the effectiveness of the processes of internal and external audit, internal controls and compliance of applicable law. For this, it has the support of the Internal Audit area and External Auditors, who report functionally to this Committee and hierarchically to the Board of Directors.
Its function is to ensure a strategic management of Human Talents, which is perceived and valued by stakeholders as a competitive differential for the Algar group.
Promotes transparency and independence in risk assessment, internal controls, compliance with regulations, standards, internal and external policies. It operates based on an annual plan defined with the Board of Directors based on the main business risks. In case of identified non-conformities, action plans are prepared and monitored for the recommendations presented. The Internal Audit also coordinates the Integrity Commission, a collegiate body whose purpose is to promote compliance with and improve the Code of Conduct, in addition to managing the Corporate Ombudsman. The Ombudsman is a channel aimed not only at associates, but also at other stakeholders who want to report facts and concerns, or clarify doubts about practices and behaviors related to ethical conduct, internal policies and compliance with laws and regulations. The reported cases are rigorously evaluated by the Integrity Commission and, when any type of deviation is identified, appropriate treatment is given.
Issues an opinion on the financial statements through an audit conducted in line with Brazilian and international standards. Since 1988 we have had this practice in our corporate governance system.