Board of Directors
Our board of directors is responsible for, among other tasks, establishing our overall strategy and general business policies, supervising management, electing and removing our executive officers, and appointing our independent auditors. Our bylaws determine that our board of directors shall be composed of five to fourteen members. The members of our board of directors are elected at a shareholders’ meeting in accordance with the terms and conditions of our bylaws, Brazilian corporate law, Shareholders’ Agreement, and the regulations of the Level 2 segment of B3. The members of our board of directors are elected for terms of two consecutive years and can be re-elected and removed at any time by our shareholders at a shareholders’ meeting. There is no maximum number of mandates stipulated and the board average tenure is 8.4 years. In addition, pursuant to our bylaws, the chairman of the board of directors will be appointed by our shareholders at a general shareholders’ meeting.
Name | Position held | ||
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David Gary Neeleman | Chairman | ||
David Gary Neeleman, a dual Brazilian and U.S. citizen, is the Chairman of our Board of Directors and served as Chief Executive Officer until July 2017, since he founded Azul in January 2008. Prior to Azul, Neeleman founded JetBlue Airways, where he held the position of Chief Executive Officer from 1998 to 2007 and Chairman of the Board of Directors from 2002 to 2008. Neeleman’s career in the airline industry began in 1984 when he co-founded Morris Air. As President of Morris Air, he implemented the industry’s first electronic ticketing system and pioneered a home reservationist system that is now the foundation of JetBlue’s call center. Neeleman sold Morris Air in 1993 and took the electronic ticketing to Open Skies Incorporated. He later sold Open Skies Inc. to Hewlett Packard in 1999. Neeleman was also co-founder of WestJet Airlines and served as a member of its Board of Directors from 1996 to 1999. Neeleman currently also serves as CEO and Chairman on Breeze AirwaysTM, as well as a member of the Board of Directors of Lilium N.V. since September 2021. |
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Carolyn Luther Trabuco | Independent Member | ||
Carolyn Trabuco has been an independent member of our board of directors since March 10, 2008. Trabuco is the founder of Thistledown Advisory Group LLC, an advisory firm that works with companies focusing on high growth disruptive industry opportunities created by ESG and sustainability driven investment demand. Prior to founding Thistledown, she was a portfolio manager and senior advisor at Phibro Energy Trading LLC, with responsibility for investing in global resources, oil and energy equities. Prior to that Trabuco was a portfolio manager and senior equity research analyst at Pequot Capital Management where she established the firm’s investment presence in global metals, mining and steel and in Brazil. Trabuco began her investment career in Equity Research at Fidelity Investments and later at the Wall Street firms Lehman Brothers, Montgomery Securities and First Union Capital Markets. She is a graduate of Georgetown University (A.B.) and Sacred Heart University (MPA). |
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Daniella Marques Consentino | Independent Member | ||
Daniella Marques Consentino has been an independent member of the Company's Board of Directors since October 2023. Mrs. Marques has more than 17 years of experience in the financial market and in asset management area, is Chairperson, and partner responsible for Business Solutions area of Legend Capital. Mrs. Marques is also a member of the Strategic Board of Astra Payments, and partner at Gaya Advisors were acts as a mentor and speaker on topics focused on inclusion and financial promotion of women. Mrs. Marques held the position of President of Caixa Econômica Federal, the largest bank in terms of assets in Brazil – exceeding 1 trillion Reais, with around 90 thousand employees. She worked directly in structuring and conducting female entrepreneurship and financial guidance programs for women through the “Caixa pra Elas” and “Brasil pra Elas” programs, reaching more than 30 million women. Mrs. Marques was also a founding partner and COO of Crescera Capital, and headed the Special Advisory for Strategic Affairs of the Brazilian Ministry of Economy, working on highly relevant projects, such as the Brazilian Pension Reform, the Sanitation framework and coping measures of COVID-19. She was the Special Secretary for Productivity and Competitiveness, leading the resumption of the Crédito Brasil Empreendedor program, the reduction of the Brazilian tax “IPI” and the Investment Monitor. She was President of the Board of Directors of Elo Serviços S.A. – Elo Cartões and the Brazilian Agency for Industrial Development – ABDI, as well as a member of the Board of Directors of CNP Seguros Holding Brasil S.A., among other leadership positions. Mrs. Marques has a degree in Business Administration from the Pontifical Catholic University of Rio de Janeiro – PUC/RJ, and an MBA in Finance from IBMEC. |
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Décio Luiz Chieppe | Independent Member | ||
Décio Luiz Chieppe has been an independent member of our Board of Directors since August 15, 2012. He is also Vice President of Innovation and Finance at Grupo Águia Branca and a member of the Board of Directors of VIX Logística S.A. Throughout his career, he has held positions of leadership in all companies of the Águia Branca Group, including the current position, since 1993, and of CEO of some companies of the Águia Branca Group, from 1978 to 1993. Decio holds a degree in Business Administration from the Universidade Federal do Espírito Santo and an Executive Master Degree in Finance from IBMEC. He concluded executive skills, tools and competencies program - STC of J.L Kellogg Graduate School of Management, and PGA (Advanced Management Program) at INSEAD – The Business School For the World. |
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Gilberto de Almeida Peralta | Independent Member | ||
Gilberto de Almeida Peralta has been an independent member of our Board of Directors since August 24, 2018. With more than 40 years of experience in the aviation sector, Peralta has held led positions at General Electric-GE global conglomerate, including the positions of Chief Executive Officer of GE Brasil, General Manager of GE Capital Aviation Services in Latin America and Caribbean, having also held the position of Vice President at GE Aviation in France, where he led the Airbus aircraft area. Peralta holds a bachelor’s degree in Civil and Mechanical Engineering from the Universidade Católica de Petrópolis, and currently also serves as Chairman of the Board of Directors of Helibras - Helicópteros do Brasil S.A., an Airbus Group subsidiary, as well as an independent director of Ascensus Group. |
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Patrick Wayne Quayle | Independent Member | ||
Patrick Wayne Quayle has been an independent member of our Board of Directors since April 29, 2021. Patrick brings 15+ years of experience in airline network, fleet, and corporate planning across positions at United Airlines, American Airlines, and Continental Airlines. Patrick is currently Senior Vice President, International Network and Alliances at United Airlines, where he is responsible for the company’s $20B international route portfolio and enterprise fleet strategy. He has led the launch of 70+ new international routes to 15+ new destinations and has directed the design and interior configuration of more than 1,000 aircraft. Patrick received his Bachelor of Arts in political science from Rice University, his MBA from the University of Bath, and was named to Crain’s Chicago Business 40 Under 40. |
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José Mario Caprioli dos Santos | Independent Member | ||
José Mario Caprioli dos Santos is a member of our Board of Directors, having been our Vice President of Institutional Relations from February 18, 2014 to March 9, 2020, and Chief Operating Officer from August 15, 2012 to February 18, 2014. Caprioli was the founder of TRIP, where he served as the Chief Executive Officer from 1998 to 2013. Caprioli holds a bachelor’s degree in Business Administration from Pontifícia Universidade Católica de Campinas. He also attended a specialization course on public transportation at Universidade de Campinas and a capital markets program at Columbia University. He currently also serves as an independent member of the Board of Directors of four more companies. |
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Michael Paul Lazarus | Independent Member | ||
Michael Paul Lazarus has been an independent member of our Board of Directors since February 20, 2013. Lazarus co-founded Weston Presidio Capital, a private equity firm focused on growth companies, in 1991 and currently serves as one of its Managing Partners. Lazarus is also a founding partner of Main Post Partners, a San Francisco based growth equity fund. Prior to the formation of Weston Presidio Capital, he served as Managing Director and Director of the Private Placement Department of Montgomery Securities. He was previously the founding Chairman of JetBlue Airways and served on the Board of Directors for the airline as well as on the boards of directors for Restoration Hardware, Morris Air, Guitar Center, Fender Musical Instrument Corp., Integro, Jimmy John’s LLC, and numerous privately held companies. Michael graduated with a bachelor’s degree in Accounting from Grove City College and he is a certified public accountant in the United States. |
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Renan Chieppe | Independent Member | ||
Renan Chieppe has been an independent member of our Board of Directors since August 15, 2012. Chairman of the Águia Branca Group, Vice-President of the Group – Passenger Division and member of the Board of Directors of Vix Logística, he is also the current chairman of Fetransportes (Federação das Empresas de Transportes no Estado do Espírito Santo “Federation of Transport Companies in the State of Espírito Santo”) and former president of Abrati (Associação Brasileira das Empresas de Transporte Terrestre de Passageiros “Brazilian Association of Passenger Ground Transport Companies”). He holds a degree in Business Administration and a Specialization in Advanced Management at Fundação Dom Cabral. |
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Sérgio Eraldo de Salles Pinto | Independent Member | ||
Sérgio Eraldo de Salles Pinto has been an independent member of our Board of Directors since March 10, 2008. Sergio is CEO of Grupo Bozano and currently also serves as an external member of the Audit, Risk and Ethics Committee of Embraer, member of Investment Committees of Crescera Capital, CEO of Legend Capital and representative member of the Shareholders Committee of Conglomerado Alfa. In addition to the positions currently held, he served as a member of the Board of Directors of large companies, such as Netpoints, Embraer, Votorantim S.A. and Votorantim Finanças S.A., having also served as director of Banco Bozano, Simonsen S.A., and held the position of Chairman of Bozano Simonsen Securities in London. Sergio holds a degree in Economics and Electrical Engineering from the Universidade de Brasília and a master’s degree in Economics from Fundação Getúlio Vargas do Rio de Janeiro and a master’s degree in Business Administration from the Pontifícia Universidade Católica do Rio de Janeiro. |
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Peter Allan Otto Seligmann | Independent Member | ||
Peter Allan Otto Seligmann has been an independent member of our Board of Directors since April 29, 2021. He is the CEO and co-founder of Nia Tero, a joint venture of the Emerson Collective, the MacArthur Foundation, the Mulago Foundation and Conservation International. Nia Tero works alongside Indigenous peoples and local communities in securing their rights, cultures, and well-being through agreements that secure the vitality of their oceans and lands. Seligmann is also the Chairman of the Board, and former CEO, of Conservation International (CI), a global nonprofit organization he co-founded in 1987. Under Seligmann’s leadership, CI emerged as one of the most impactful conservation organizations in the world. CI, working in over 40 nations, has become a cutting-edge leader in valuing and sustainably caring for nature for the well-being of people. For nearly 40 years Seligmann has been an influential and inspiring voice in conservation. He works in partnership with governments, communities, and businesses to find innovative and pragmatic solutions to ensure the sustainability of our natural resources. Seligmann is a Director at First Eagle Holdings, Inc. He is a member of the Council on Foreign Relations, serves on the advisory board of BDT & Company, and also serves on the boards of the Mulago Foundation, Lafayette Square, Only One and Glassybaby. He was also named to the Enterprise for the America’s Board by President Clinton in 2000. He holds a Master of Science in Forestry and Environmental Science from Yale University and a Bachelor of Science in Wildlife Ecology from Rutgers University. Seligmann has Honorary Doctorates in Science from Michigan State University and Rutgers University. |
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Renata Faber Rocha Ribeiro | Independent Member | ||
Renata Faber Rocha Ribeiro has been an independent member of our Audit Committee since December 8, 2022. She holds a degree in Business Administration from Fundação Getúlio Vargas - FGV, and has been working at BTG Pactual Group since August 2020, where she holds the position of ESG Director for Exame Magazine. Prior to that, Renata accumulated over 15 years of experience in Equity Research at Itaú BBA, in the transportation, logistics and capital goods sectors, being recognized by Institutional Investor magazine's ranking as one of the best analysts in Latin America in these sectors, between 2005 and 2017. Renata also studied Leadership in Sustainability and Corporate Responsibility at London Business School, and has been active in several partnerships and projects aimed at advancing the sustainability agenda. |
Board of Executive Officers
The members of our board of executive officers are our legal representatives. They are primarily responsible for the day-to-day management of our business and for implementing the general policies and directives established by our board of directors. Our board of directors is responsible for establishing the roles of each executive officer.
Name | Position held | ||
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John Peter Rodgerson | Chief Executive Officer | ||
John Peter Rodgerson has been our Chief Executive Officer since July 24, 2017. Prior to this position, Mr. Rodgerson was our Chief Financial and Investor Relations Officer, responsible for the Financial Planning and Analysis, Treasury and Accounting areas of the Company. Mr. Rodgerson worked with David Neeleman on the original business plan for the incorporation of the Company, being one of its founding members. He also was the Chief Executive Officer of the Company’s operating subsidiary, Azul Linhas Aéreas Brasileiras S.A., between August 2019 and October 2022. Mr. Rodgerson also served as Planning and Financial Analysis Officer at JetBlue Airways from 2003 to 2008. He previously worked for IBM Global Services from 2001 to 2003. He holds bachelor’s degree in Finance from Brigham Young University. |
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Alexandre Wagner Malfitani | Chief Financial Officer and Investor Relations Officer | ||
Alexandre Wagner Malfitani is our Chief Financial Officer and Investor Relations Officer since July of 2017. Previously, Mr. Malfitani was the head of our TudoAzul loyalty program and our Finance and Treasurer Officer. Mr. Malfitani joined the Company in 2008 as one of the airline’s founding members. Before joining the Company, Mr. Malfitani worked at United Airlines in Chicago, United States of America, in several leadership positions, including general treasury officer. Before that, he worked for five years in the finance industry, including as fund manager at Deutsche Bank, as well as a trader at Credit Agricole Indosuez Wealth Management. Mr. Malfitani has an MBA with honors from the Kellogg School of Management and a bachelor’s degree in engineering from Universidade de São Paulo. He is also a Chartered Financial Analyst – CFA. |
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Antônio Flávio Torres Martins Costa | Chief Technical Officer | ||
Antônio Flávio Torres Martins Costa is the Chief Technical Officer of the Company since March 2020. Mr. Costa joined the Company in 2008 as part of the founding team, being responsible for the flight initial certification process of our operating subsidiary Azul Linhas Aéreas Brasileiras S.A. at ANAC. After that, he held the position of Logistics Officer at the Company, responsible for structuring and consolidating the areas of airport infrastructure and non-aeronautical procurement, in addition to developing Azul Cargo’s business. Since May 2012, he has served as Chief Technical Officer of our operating subsidiary Azul Linhas Aéreas Brasileiras S.A., and since May 2020 he has been Chief Executive Officer of Azul Conecta Ltda., a subsidiary dedicated to sub-regional aviation. With nearly half a century of experience in the airline industry, Mr. Costa served as Chief Operating Officer at Pluna S.A., Varig and Ocean Air. He holds a Telecommunication Engineering degree from Nuno Lisbon University, with MBA in Business Logistics and in Business and Information Technology from Fundação Getúlio Vargas – FGV. Currently, Mr. Costa is also a master’s student in Supply and Logistics from Pontifícia Universidade Católica do Rio de Janeiro (PUC-RJ). |
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Abhi Manoj Shah | Chief Revenue Officer | ||
Abhi Manoj Shah has been our Chief Revenue Officer since September 5, 2014, and one of the founding members of the Company. Before joining our team, he worked at JetBlue Airlines from 2004 to 2008, as well as at Boeing from 2000 to 2004. Mr. Shah was elected on October 5, 2022 as President of our operating subsidiary, Azul Linhas Aéreas Brasileiras S.A., in addition to serving as President of the subsidiary ATS Viagens e Turismo Ltda. since July 2017. Mr. Shah holds a bachelor’s degree in aerospace engineering from the University of Texas and a master’s degree in Aerospace Engineering from the University of Washington. |
Fiscal Council
The Fiscal Council of the Company, is composed of three (03) effective members and three (03) alternates, shareholders or not, whose functions cannot be delegated. The Fiscal Council of the Company was installed upon the request of shareholders representing at least one percent (1%) of the preferred shares issued by the Company, at the Annual and Extraordinary General Shareholders’ Meetings held on April 28, 2023, with the appointment of the its effective members and respective alternates, who are invested in their positions upon signature of the (i) Term of Investiture and Clearance; (ii) Term of Consent to the Level 2 Listing Regulation of Corporate Governance of B3 S.A. – Brasil, Bolsa, Balcão, and (iii) Term of Acceptance to the Disclosure of Material Act or Fact and Securities Trading Policy of the Company.
Name | Position held | ||
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Gabriela Soares Pedercini | Effective Member | ||
Gabriela Soares Pedercini has been an effective member of the Fiscal Council of the Company since April 2023. Mrs. Pedercini has also served as an effective member of the Fiscal Council of Banco ABC Brasil S.A., since April 2022, and as a Project and Works Engineer at GASMIG – Companhia de Gás de Minas Gerais, since November 2013. She was also an effective member of the Fiscal Council from IRB Brasil RE – Instituto de Resseguros do Brasil, between March 2019 and July 2020. Mrs. Gabriela holds a degree in Electrical Engineering from the Universidade Federal de Minas Gerais - UFMG, as well as an MBA in Finance from the Instituto Brasileiro de Capitais – IBMEC. |
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Mariana Cambiaghi Lourenço | Effective Member | ||
Mariana Cambiaghi Lourenço has been an effective member of the Fiscal Council of the Company since April 2023. Mrs. Lourenço served as the Company's Controllership Officer between 2016 and 2020, as well as held, between July 2021 and May 2022, the position of effective member specializing in accounting of the Non-Statutory Audit Committee of Armac Locação, Logística e Serviços S.A.. Mrs. Lourenço was Controller at JHSF, between August 2015 and March 2016, and held the position of Chief Financial Officer (CFO) at Zenvia Mobile Serviços Digitais S.A. between August 2021 and September 2022. Mrs. Lourenço graduated in Business Administration from Fundação Armando Alvares Penteado - FAAP and in Accounting from Universidade Paulista. In addition, she has a specialization in Business Management from Fundação Dom Cabral. |
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Rene Santiago dos Santos | Effective Member | ||
Rene Santiago dos Santos has been an effective member of the Fiscal Council of the Company since April 2023. Mr. Santos has almost 30 years of experience in large companies, with leadership positions in the areas of finance and controllership, especially in the air transportation, retail and audit. He served as the Company's Chief Financial and Controlling Officer for more than 11 years, as well as holding the positions of Chief Financial and Administrative Officer and Investor Relations Officer at Marisa Lojas S.A., between August 2022 and February 2023. Mr. Santos also served as an Executive Financial Director at AMIL - United Health Group Brasil, and at Arcos Dourados Brasil, in addition to having held other positions in the financial area at TAM Linhas Aéreas, Grupo Pão de Açúcar and C&A Modas. He began his career in the audit industry, having worked at PwC Auditores Independentes Ltda. Mr. Santos has a degree in Accounting Sciences, and also has a specialization in Controllership from Fundação Getúlio Vargas - FGV. |
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Alexandre Pedercini Issa | Alternate Member | ||
Alexandre Pedercini Issa has been an alternate member of the Fiscal Council of the Company since April 2023. Mr. Issa also serves, since 2022, as an effective member of the Fiscal Council of Companhia Energética de Brasília S.A. – CEB, as effective member of the Board of Directors of Banco de Desenvolvimento do Espírito Santo S.A. - BANDES, since 2021. In addition to these positions, he also serves as an effective member of the Fiscal Council of COMGÁS - Companhia de Gás de São Paulo S.A., since 2020. He has been a member of the Fiscal Council of CASAN - Companhia Catarinense de Águas e Saneamento S.A., since 2020, as well as a member of the Board of Directors of São Paulo Turismo S.A., since 2018. He was a member of the Board of Directors of Banco da Amazônia S.A. - BASA, from 2017 to 2021, as well as a member of the Audit Committee of Cia. de Saneamento do Estado de São Paulo S.A. – SABESP, from 2017 to 2020, and member of the Fiscal Council of Transmissora Aliança de Energia Elétrica S.A. – TAESA, between 2015 and 2018. Mr. Issa holds a degree in Business Administration from Faculdade Milton Campos, and an MBA in Strategic Business Management from Universidade FUMEC - Fundação Mineira de Educação e Cultura. He also holds a Board of Directors certification from the Instituto Brasileiro de Governança Corporativa -IBGC in the CCIe modality. |
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Elton Flavio Ribeiro | Alternate Member | ||
Elton Flavio Ribeiro has been an alternate member of the Company's Fiscal Council since April 2023. Mr. Ribeiro, has more than 23 years of experience in the finance, accounting and auditing sector, having held executive positions in national and foreign companies. He works as an entrepreneur at SAF Solutions, a company dedicated to providing accounting, financial, tax and human resources services. Mr. Ribeiro has extensive accounting experience, with a strong focus on International Financial Reporting Standards (IFRS), SEC and CVM rules and requirements, as well as extensive knowledge of Generally Accepted Accounting Principles in the United States (US GAAP). Mr. Ribeiro also has solid experience in companies in the Agribusiness, Mining, Pharmaceuticals and Airlines sectors. He served as Senior Director of Finance and Controllership at Timbro Trading, being responsible for the areas of financial planning and analysis, operations, business partner, controllership, accounting, accounts payable, cost management, tax planning and compliance. Mr. Ribeiro holds a degree in Economics from the Pontifícia Universidade Católica de Campinas and in Accounting from Universidade Paulista. He also holds an MBA in controllership from Fundação Getúlio Vargas-FGV. |
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Fernando de Camargo Penteado | Alternate Member | ||
Fernando de Camargo Penteado has been an Alternate Member of the Company's Fiscal Council since October 2023. He has more than 20 years of experience in the advisory, corporate and contractual tax area, having also worked in the corporate tax accounting sector, focusing on VAT and CIT, Capital Markets, Transfer Pricing and Due Diligence. Mr. Fernando is also Managing Partner and founder of Camargo Penteado Contabilidade Tributária, since January 2016. Previously, he was a partner at Rocha Camargo Subi, in Campinas/SP, between July 2018 and December 2020. He worked as senior manager of tax consultancy at Deloitte Touche Tohmatsu between September 2003 and December 2015, and as Financial Director at Hildebrand Mkt Consultoria em Gestão Ltda., between May 2010 and October 2014. He has extensive experience in corporate accounting, especially in International Reporting Standards (IFRS) and Accounting Principles Generally Accepted in the United States (US GAAP). Mr. Fernando has a bachelor's degree in Accounting Sciences from Universidade Paulista, in addition to a degree in Law and a Postgraduate Degree in Tax Law, both from the Pontifical Catholic University of Campinas. |