Board of Directors

M. Dias Branco’s Board of Directors is its decision-making body responsible for setting its general business policies, including the establishment of the long-term strategies. It is also responsible, among other matters, for appointing and supervising its executive officers. The decisions of the Company’s Board of Directors are taken by a majority vote of its members present at the respective meetings and the president of the Board of Directors has the casting vote.

The Company’s Board of Directors is comprised of at least five, and a maximum of nine members, of which at least 20% must be independent, as defined in the Novo Mercado rules.

Cumulative voting may be required by shareholders representing a certain percentage of its capital stock (considering its issued class of stock), and entitles each share to a number of votes equal to the current number of seats in M. Dias Branco’s Board of Directors, so that each shareholder will have the right either to vote cumulatively for a single candidate or distribute its votes among several candidates.

If the adoption of the cumulative voting is not requested, the members of the Board of Directors are elected by a majority vote of its shareholders, and such shareholders who, individually or collectively, represent at least 15% of its shares are entitled to appoint, in separate voting, a director and his or her alternate. However, according to a recent CVM decision, in case such right is not exercised due to a lack of quorum, the required quorum to elect a member of the Board of Directors in separated may be decreased to 10% of the company´s total capital stock.

The Company’s Board of Directors is comprised of 6 members, elected in the general shareholder meeting held on April 30, 2021, for one year term of office.

Maria Consuelo Saraiva Leão Dias Branco. Ms. Consuelo, 86 years old, is the Chairperson of the Company’s Board of Directors. She idealized the Centro Histórico M. Dias Branco and coordinates the actions related to social issues in communities attained in the Company‘s influence zone. Her first term of office at the Company started in April 2006. Ms. Consuelo has not worked in other publicly‐traded companies.

Daniel Funis. Mr. Daniel Funis, 44, holds a degree in mechatronics engineering from the Polytechnic School of the University of São Paulo – USP and an MBA from the University of Cambridge, UK. He holds a post-graduate degree inmarketing from UF-PR and has taken courses at several international institutions, such as: Harvard Business School, Stanford and Universidad Austral. With extensive experience in e-commerce, he has been leading the luxury fashion e-commerce company Farfetch in Brazil since 2011 and in Latin America since 2017. He was part of the team that introduced Groupon’s operations in Brazil. Prior to these experiences with ecommerce, Mr. Daniel Funis worked for the Fiat Group, holding positions in engineering, production, sales, marketing and business development in Italy, France, Brazil and Argentina between 2000 and 2009. He started his career at Unilever, where he was intern and trainee in sales and marketing.

Guilherme Affonso Ferreira. Mr. Guilherme, 69, graduated in production engineering from the Polytechnic School of the University of São Paulo – USP. He also studied economics and politics at Macalester College in St. Paul, Minnesota. He is a managing partner of Teorema Capital, where he has been involved since its foundation in 2003. Currently, he is a member of the Board of Directors of Sul América (since 2010), B3 (since 2017), Arezzo (since 2011), Time for Fun (since 2013) and Bahema (since 2017), all listed in B3. He also serves in the charities Board, Instituto de Cidadania Empresarial e Esporte Solidário. In recent years, he was a member of the Board of Directors of Petrobras, Grupo Pão de Açúcar, Unibanco, B2W, Gafisa, Valid, among others.

Francisco Marcos Saraiva Leao Dias Branco. Mr. Marcos, 56, started his business career at the Company, in 1980. As he stood out in the Company‘s Commercial area, Mr. Marcos was appointed as Officer in 1989, being thereafter vested in the position of Corporate Commercial Officer, in 2003. His first term of office at the Company started in April 2006. In 2006, he was elected Commercial Vice President of the Company, a position he held until February 25, 2019. Mr. Marcos has not worked in other commercial companies.

Maria Das Gracas Dias Branco Da Escóssia. Ms. Graça, 61 years old, is Vice-chairperson the Company‘s Board of Directors, being listed among the shareholders since 1998. Ms. Graça started her activities in business environment in 1985, in the management of a hospitality company, of which she became an Executive Vice‐President years later, in 1987. In 2001, Ms. Graça took the office of Institutional Relations Officer at the Company, after that becoming a Corporate Institutional Relations Officer, in 2003, position performed until April 2006, when she was appointed to her current office at the Company, Vice‐President of Finance. Ms. Graça holds a Bachelor‘s Degree in Law by Universidade Federal do Cerará, in 1985, and a MBA in Business Management, in 2008. She was a member of the Company‘s Audit Committee from May 2010 to May 2013. Ms. Graça has not worked in other publicly‐traded companies.

Maria Regina Saraiva Leao Dias Branco Ximenes. Ms. Regina, 59 years old, is currently the Company‘s Vice-President of Management and Development, in which she has been a shareholder since 1998. She started his business career at the Company, in 1980. In 1989, she took the office of Company‘s Administrative Officer, position performed until 2003, when she was appointed as Corporate Administrative Officer. She holds a Bachelor‘s Degree in Business Administration, in 1987, by Universidade de Fortaleza – UNIFOR. In 2008, she completed a MBA in Business Management by Fundação Getúlio Vargas. She annually attends an event targeted to directors from major organizations on leadership, strategy and management. In paralell, she is the Administrative Officer of Idibra Participações S.A., a business from the same economic group as the Company, operating in the real estate development and civil construction market. Her first term of office at the Company started in April 2006. Ms. Regina has not worked in other publicly‐traded companies.

Francisco Claudio Saraiva Leao Dias Branco. Mr. Claudio, 53, is the Industrial Vice‐President – Mills of the Company, in which he has been a shareholder since 1998. He started his business activities at the Company, assuming, in 1992, the position of Industrial Director of Moinho Dias Branco, the Company’s first wheat milling unit. In 2003, he assumed the position of Corporate Industrial Director ‐ Mill Division of the Company and, 2013, he became a member of the Company‘s audit committee. Responsible for introducing the company’s milling units, Mr. Cláudio graduated in Mechanical Engineering by Universidade de Fortaleza, 1980, and started his extensive specialization path in wheat milling, attending many courses in different countries, highlighting the Milling Technology Course provided by Swiss Milling School, St. Gallen, in 1991. Mr. Cláudio obtained, in 1992, at the Buhler Training Center, in Uzwil, Switzerland, the certificate on Wheat Milling Technology. Also in 1992, Mr. Claudio as an intern at Weston Research, Maidenhead, England. In 1999, he participated in the Abitrigo’s Baking and Milling Program. He was Director of the Federation of Industries of the State of Ceará – FIEC, between 1999 and 2002, and Director of the Brazilian Association of Wheat Industries – ABITRIGO, between 2002 and 2004. His first term of office at the Company started in April 2006. Mr. Claudio has not worked in other publicly‐traded companies.

Daniel Mota Gutierrez. Mr. Daniel, 47 years old, is the Legal Officer of M. Dias Branco. He joined the Company in June 2006, in the role of Corporate Legal Advisor. He is an Lawyer enrolled with the Brazilian Bar Association, Ceará Section-OAB/CE, since 1995, and São Paulo Section-OAB/SP since 2004. He is a specialist in Civil Procedure Law by Universidade de Fortaleza – UNIFOR. He is a Master and Doctor of Civil Procedure Law by Pontifícia Universidade Católica de São Paulo-PUC/SP. He is a former Corporate Legal Advisor Manager of Cia. de Seguros Aliança do Brasil, taking his office in São Paulo. Professor of the Master‘s Program in Law. He was Vice-President of Social Security Commission at OAB/CE. Working as a Associate Attorney at a law firm, he provided services to many regional and national companies and entities in the Corporate Law area, notably in the civil, consumer, administrative and labor areas.

Fernando Fontes Iunes. Mr. Fernando, 58 years old, is graduated in Civil Engineering by the Engineering School of Universidade Mackenzie and obtained the degree of Master and Doctor by University of London. He was a Senior Advisor, Partner and Executive Officer in charge of the global area of Investment Banking at Banco Itaú BBA S.A., from 2010 to 2015, period on which he contributed to establish a leading Investment Banking platformin Latin America, with activities in Brazil, Argentina, Chile, Colombia, Peru and Mexico. Previously, he took several offices at Banco Itaú BBA S.A., where he was the Officer in charge of the Capital Market areas from 2003 to 2010, Itaú Banco de Investimento S.A., where he worked as an Executive Officer from 2001 to 2003, Banco BBA Creditantalt S.A. and Creditanstalt in New York, in 1994. Over such period, Fernando was part of some of the key capital market transactions, mergers, acquisitions and corporate reorganizations held in Latin America. In 2016 and 2017, Fernando was a fellow at Harvard University in the Advanced Leadership Initiative Program in Cambridge, United States. The Advanced Leadership program selects professionals in order to assist the preparation of leaders to face new impact challenges. Over the second half of 2017, Fernando was part of the Education Team of one of the most reputed courses at Harvard Kennedy School – “Exercising Leadership: The Politics of Change “. The course provides a diagnosis and strategic base for the exercise of leadership. Fernando also briefly worked at the Infrastructure and Urban Development research area of World Bank, in Washington. He was a Professor of International Finance of Instituto Brasileiro de Mercados de Capitais – IBMEC (currently named as Insper). Currently, Fernando is a member of the Board of Directors of Gerdau S.A and Metalúrgica Gerdau S.A.

Luiza Andréa Farias Nogueira Ribeiro. Ms. Andrea, 56 years old, is Brazilian, is a Master of Business Administration, Bachelor of Business Administration, with supplementary qualification in leadership and management. She has experience as a businesswoman and consultant at Human Resources, Strategic Management and Process Management companies. She took the office of Director of Organizational Developmentat MDias Branco in 2006, being in charge of the management and personnel, personnel management, communication, occupational health and sustainability areas.

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