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Management

Board of Directors

The Board of Directors shall be made up of at least 5 members, of which at least 20% should be Independent Members in compliance with the Novo Mercado Listing Rules. The members are elected in the General Meeting for a one-year term and reelection is allowed. The Board of Directors’ meetings are held every month or whenever called by the Chairman, Vice-Chairman, or by three members, and the minutes of the meetings are disclosed to the public.

It is up to the Board of Directors to define Cyrela’s general policies and guidelines, assess the plans and projects proposed by the Board of Executive Officers, and measure the results achieved. The responsibilities of the Board include electing and dismissing members of the Board of Executive Officers and monitoring their management practices.

Name Date of Election Term of office
Elie Horn Co-Chairman of the Board of Directors 04/22/2022 Up to SGM of 2024

A founding partner of Cyrela, Mr. Elie Horn was the Company’s CEO between 1978 and 2014. He is the Company’s main shareholder and has extensive experience in the real estate industry. Chairman of Cyrela Brazil Realty’s Board of Directors since 2014, Mr. Elie Horn has also chaired Cyrela Commercial Properties’ Board of Directors since it was created, in April 2007. In addition, he has sat on Brasil Agro’s Board of Directors since 2005, as well as on Brazil Realty Companhia Securitizadora’s Board of Directors since its creation, in 2004, and Board of Executive Officers since 2008. He holds a Bachelor’s degree in Law from Universidade Presbiteriana Mackenzie.

Mr. Elie Horn is currently a member of the Board of Directors of Lavvi Empreendimentos Imobiliários S.A.

Rogério Frota Melzi Co-Chairman of the Board of Directors 04/22/2022 Up to SGM of 2024

Mr. Rogério Frota Melzi has a degree in Mechanical Engineering from Universidade Mackenzie, a graduate degree in Business Administration from FGV/SP [Fundação Getúlio Vargas of São Paulo] and an MBA from Stanford University. Former CEO of Estácio Participações S.A. (2012-2016), Mr. Melzi also served as Chief Financial Officer and Investor Relations Officer between March 2011 and March 2012. He was Planning and Services Officer from July 2008 to September 2009, when he became Chief Operating Officer. Before joining Estácio, Mr. Melzi served as Financial Planning & Control Officer at Suzano Holding, Supply Chain Planning & Performance Officer between 2005 and 2008, Officer at Inbev/Labatt and Corporate Budget & Performance Manager at Ambev from 2001 to 2005. In 2000, he was an Associate at Booz-Allen & Hamilton.

Fernando Goldsztein Board of Directors 04/22/2022 Up to SGM of 2024

Fernando Goldsztein, is a member of the Board of Directors. He is also an executive officer for the operations in the Southern region of Brazil, Argentina and Uruguay. In 2005 he acted as the commercial Director at Goldsztein Participações. In 2006, he acted as the commercial Director for the joint venture Goldsztein Cyrela, and became the CEO in 2008. He was appointed executive Director of the southern operations in 2009, after Goldsztein Participações was acquired by Cyrela. Mr. Goldsztein holds a degree in business administration from Pontifícia Universidade Católica do Rio Grande do Sul (PUC/RS) and attended marketing courses at Universidade Federal do Rio Grande do Sul (UFRGS), as well as holds a post-graduation degree from Fundação Dom Cabral. He holds a masters’ degree in business administration from the MIT Sloan School of Management (USA).

George Zausner Board of Directors 04/22/2022 Up to SGM of 2024

George Zausner, has been a member of Cyrela\’s Board of Directors since 1997. He has also been the Technical Director of Cyrela Empreendimentos Imobiliários Ltda. since 1982. Before this he was a Manager at FOA – Engenharia e Fundações Ltda. from 1970 to 1982. He holds a Bachelor\’s Degree in Civil Engineering from the Polytechnic School of the University of Bahia.

Rafael Novellino Board of Directors 04/22/2022 Up to SGM of 2024

Rafael Novellino, has been a member of Cyrela\’s Board of Directors since 1997. He has also been the Financial Director of Cyrela Empreendimentos Imobiliários Ltda. since 1982. He was the Financial Director of the Anhembi Industry in 1981 and 1982, Controller for the Ferraz de Andrade Group from 1972 to 1981, and Manager for Supergasbras Distribuidora de Gás from 1961 to 1972. He holds a Bachelor\’s Degree in Accounting from the Technical School of Trade Trinta de Outubro and in Economics from the São Luis School of Economics.

João Cesar de Queiroz Tourinho Independent Member of the Board of Directors 04/22/2022 Up to SGM of 2024

João Cesar de Queiroz Tourinho, is a Partner and officer of Mauá Sekular Investimentos, where he has been since 2009. Before then, he was the deputy CEO of Banco Safra, for whose Treasury and Investment Bank he was responsible for 12 years. He was a member of BM&F\’s (Futures and Commodities Exchange) Ethics Committee from December 2006 to December 2009. He graduated from PUC-RJ (Pontifical Catholic University of Rio de Janeiro) with a degree in Mechanical Engineering and Production and has an Executive MBA in Finance from IBMEC (Brazilian Institute of Capital Markets).

Ricardo Cunha Sales Independent Member of the Board of Directors 04/22/2022 Up to SGM of 2024

Ricardo Sales has a degree in Electronic Engineering from Instituto Tecnológico de Aeronáutica (ITA) and an MBA from Stanford University. Ricardo worked for more than seven years with private equity investments at General Atlantic, specializing in the education, technology and financial services sectors. During this period he participated in the board of several companies, among them: Linx (B3: LINX3), Arco Educação (NASDAQ: ARCE), QuintoAndar, Hotmart and D-Local. Between 2010 and 2012, he worked as a merger and acquisition analyst at Goldman Sachs. He is currently Co-Founder and Director of Strategy and New Business at Isaac, a payment and financial services startup for educational institutions. He is also Co-Founder and CEO of Associação Primeira Chance, a non-profit organization that promotes the social growth of low-income youth through education.

Rogério Chor Independent Member of the Board of Directors 11/07/2022 Up to SGM of 2024

Mr. Rogério Chor holds an engineering degree from Santa Úrsula University. In 1987, he founded CHL Incorporações, which was subsequently sold in 2006. He was president of ADEMI’s Liessin College. Currently, Mr. Rogério Chor is the head of the Rogério 27 Jonas Zylberstajn Endowment Fund, a member of the Board of Directors of São Carlos Empreendimentos e Participações S.A., managing partner of Mãos Dadas Empreendimentos Imobiliários Ltda. and also president of TGB Empreendimentos Imobiliários Ltda. Besides Mãos Dadas Empreendimentos Imobiliários Ltda., which Mr. Rogério and Cyrela indirectly share control, none of the other companies are part of Cyrela’s economic group or controlled by a Cyrela shareholder that directly or indirectly holds 5% or more of the same class or type of securities issued by Cyrela.

Mr. Rogério Chor declared that during the last five (5) years: (a) he has not suffered any criminal conviction; (b) he has not suffered any conviction in an administrative proceeding of the Securities and Exchange Commission and/or any other penalty applied by such body; (c) he has not suffered any final conviction, in the judicial or administrative sphere, which has suspended or qualified him to practice any commercial activity.

 

Marcela Dutra Drigo Independent Member of the Board of Directors 11/07/2022 Up to SGM of 2024

Ms. Marcela Dutra Drigo has a degree in civil engineering from Universidade Presbiteriana Mackenzie and a master’s degree in business administration (MBA) from Columbia Business School. She has over 25 years of experience in the real estate market, leading portfolios of global institutional investors in Latin America. For 5 years, Ms. Marcela has been a member of the Board of Directors and of the ESG and Compensation committees of Aliansce Sonae Shopping Centers.

Additionally, Ms. Marcela is a member of the Board of Directors of the GRI Club, a global hub that brings together key players in the real estate and infrastructure sectors to foster debate and connect leaders in these markets, contributing to build a network of relationships and real business opportunities. Marcela was Executive Director of the Real Estate Investment Department for Latin America at CPPIB – Canadian Pension Plan Investment Board, where she established partnerships with local and international operators in the logistics, office, retail and residential stores. Prior to joining CPPIB, Marcela worked at Clarion Partners, as Head of Real Estate Investments for Brazil. In New York, Marcela worked at AIG Global Real Estate and at Capital Trust, as Vice President. Ms. Marcela does not hold any other management positions in other companies or third sector organizations other than those listed above. None of the above institutions are part of Cyrela’s economic group or controlled by a Cyrela shareholder that holds, directly or indirectly, 5% or more of the same class or type of securities issued by Cyrela.

Ms. Marcela Dutra Drigo declared that during the last five (5) years: (a) she has not suffered any criminal conviction; (b) she has not suffered any conviction in an administrative proceeding of the Securities and Exchange Commission and/or any other penalty applied by such body; (c) she has not suffered any final conviction, in the judicial or administrative sphere, which has suspended or disqualified her for the practice of any commercial activity.

Translated with www.DeepL.com/Translator (free version)

Board of Executive Officers

According to its Bylaws, Cyrela’s Board of Executive Officers is composed of up to six members elected by the Board of Directors for a term of three years and may be discharged at any moment.

The elected officers are the Company’s legal representatives in charge of carrying out the business strategy set by the Board of Directors, of designing plans and projects, and they are responsible for the Company’s operational and financial performance.

Name Date of Election Term of office
Efraim Horn Co-President Director 05/04/2023 Up to SGM of 2025

Efraim Horn, has graduated in Business and Philosophy from Talmudic University of Florida (TUF) and has an MBA from Fundação Armando Alvares Penteado (FAAP). Since 2004 he has been working at Cyrela Brazil Realty, specifically in the Land and Treasury areas and overseeing the expansion of the company’s activities in the North and Northeast. Nowadays, as a co President, he is responsible for the Urban Development, Land and the regional offices of Sao Paulo, Central West, North and Northeast.

Efraim is a member of the Board of Directors of Plano & Plano Desenvolvimento Imobiliário S.A.

Raphael Horn Co-President Director 05/04/2023 Up to SGM of 2025

Mr. Raphael Horn holds a degree in Business Administration from ESPM (Escola Superior de Propaganda e Marketing, or School of Higher Education in Advertising and Marketing) and has experience in the financial industry. In Cyrela since 2005, he has been involved in Real Estate Development and, in recent years, headed the Company’s Corporate activities. Mr. Raphael Horn currently serves as Co-CEO, in charge of the Financial, Legal and Personnel Departments; in addition, he is responsible for providing direction for Cyrela’s South Region and Rio de Janeiro Business Units.

Raphael is currently a member of the Board of Directors of Cury Construtora e Incorporadora S.A.

Celso Antonio Alves Board of Executive Officers 05/04/2023 Up to SGM of 2025

Celso Antonio Alves holds a degree in Business Administration from University São Marcos and holds postgraduate degree in Business Management from Fundação Armando Alvares Penteado (FAAP). It also has MBA in Business management from Fundação Dom Cabral, with international module from Kellogg School of Management. Mr. Celso started his career at Cyrela 18 years ago and since 2017 he has served as Human Resources Director and is also Chief Financial Officer of the North and Northeast regions since 2013. He has more 30 years of experience in the market and he has worked for big companies such as Cia Antarctica Paulista (Ambev) and Whirlpool Latin América.

Felipe Russo de Almeida Cunha Board of Executive Officers 05/04/2023 Up to SGM of 2025

Felipe Cunha holds a bachelor degree in Civil Engineering from UFRJ and holds a postgraduate degree from COPPE UFRJ in Economic Engineering and Industrial Administration. Mr. Felipe Cunha has been at Cyrela since 2006 and holds the position of Director of Development. Previously he was at Gafisa for 7 years. He is currently responsible for the areas of Business, Product, Marketing, Sales Showroom and Market Intelligence of two Cyrela Group brands: Living and Vivaz.

Miguel Maia Mickelberg Chief Financial and Investor Relations Officer 05/04/2023 Up to SGM of 2025

Miguel Mickelberg holds a bachelor degree in Economics from UFRGS and na MBA from the MIT Sloan School of Management, where he obtained Certificate in Finance. Mr. Mickelberg has been at Cyrela since 2007 and is currently the Chief Financial Officer (CFO) and Investor Relations Officer, responsible for the controller’s department, financial planning, accounting, taxes, investor relations, corporate debt, project debt and information technology. Prior to the CFO position, Miguel was Cyrela’s Controller.

Miguel is currently a member of the Board of Directors of Cury Construtora e Incorporadora S.A., Lavvi Empreendimentos Imobiliários S.A. and Plano & Plano Desenvolvimento Imobiliário S.A.

Rafaella Nogueira de Carvalho Corti Board of Executive Officers 05/04/2023 Up to SGM of 2025

Rafaella Nogueira de Carvalho Corti holds a Law Degree from UFRJ and International Relations from UniverCidade, holds a postgraduate Degree in Bussines Law from FGV and Registry and Notary Law from IBMEC. It also has MBA in Business management from FDC, with international module in Northwestern University – Kellogg School of Management. She has been part of Cyrela’s Legal Department for 11 years, having served as Manager and General Manager of Legal in the operation of the State of Rio de Janeiro, accumulating this role with that of manager in the Customer Relationship area. In 2017 she became the Company’s Legal Director. She also serves on the Real Estate and International Relations Commissions of OAB RJ, on the Legal Committee of ABRAINC and on the Innovation and Technology Commission of IBRADIM. Finally, she acts as Co-Editor of Revista da Carreira, a digital magazine focusing on Management and Career topics.

Fiscal Council

The Company’s Fiscal Council, when installed, will be composed of 3 (three) effective members and an equal number of alternates, with a unified term of office of one year, and they may be reelected.

When installed, the Fiscal Council has the powers and attributions conferred by law, and is responsible, among other competencies established by law, for (i) inspecting the acts of the Company’s management, verifying the fulfillment of its legal and statutory duties; (ii) giving an opinion on the Management Report (iii) giving an opinion on the proposals of the management bodies to be submitted to the General Assembly in the cases in which its opinion is required by law; (iv) analyzing the quarterly financial information; and (v) examining the financial statements for the fiscal year, and issuing an opinion thereon.

Name Date of Election Term of office
Luiz Augusto Marques Paes Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Mr. Luiz Augusto Marques Paes holds a Law degree from the University of São Paulo Law School (USP). He has worked for thirty years providing corporate, tax and financial consulting services to medium and large companies, especially publicly traded companies. He is a partner of Almeida Prado, Paes, Caruso e Colauto Consultoria Empresarial Ltda. He is a member of the Fiscal Council of Suzano Papel e Celulose S.A., JSL S.A. and Movida Participações S.A.

Marcos Sampaio de Almeida Prado Substitute Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Mr. Marcos Sampaio de Almeida Prado has a degree in business administration from Fundação Getúlio Vargas. He has been working for 46 years in the provision of corporate, tax and financial consultancy to medium and large companies, mainly to publicly traded companies. In the first twenty years, he worked for Arthur Andersen, ten years as managing partner and the last twenty-six years for Almeida Prado, Paes, Caruso and Colauto Consultoria Empresarial. Since April 2013, he has been a member of the Board of Directors of Suzano Holding S.A. and of IPLF Holding S.A., a company controlled by the controlling shareholders of Suzano and whose main activity is the participation in other companies. He is also a member of the Fiscal Council of JSL S.A.

Luciano Douglas Colauto Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Mr. Luciano Douglas Colauto has a degree in business administration from Fundação Getulio Vargas (EAESP-FGV) and in Law from Faculdade de Direito (Law School). He worked as a consultant at Arthur Andersen (auditing company) from September 1988 to December 1991, and is currently a partner at Almeida Prado, Paes, Caruso e Colauto Consultoria Empresarial Ltda. He served as an effective member of the Fiscal Council of Nordeste Química S.A. NORQUISA (holding of companies in the petrochemical sector) between April 2003 and August 2004 and has been an effective member of the Fiscal Council of Tecnisa S.A. since April 2008 and JSL S.A. since April 2012. He holds a degree in Business Administration from Fundação Getulio Vargas (EAESP-FGV) and in Law from the Law School of the University of São Paulo (USP).

Daniel Bruno de Moura Substitute Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Graduated from Universidade São Judas Tadeu in 2005, 25 years working in the accounting area

Luciano Almeida Prado Neto Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Mr. Luciano de Almeida Prado Neto has a degree in Business Administration from Fundação Getúlio Vargas and in Law from Pontifícia Universidade Católica de São Paulo, and post-graduate degrees in tax law and commercial law also from Pontifícia Universidade Católica de São Paulo. Initially providing international tax consulting services at KPMG, he worked for 11 years at PinheiroNeto Advogados in the tax area, with emphasis on tax planning, M&A structuring and administrative proceedings. Since 2013 he works in his own office with emphasis in the tax and corporate areas, and since 2017 he also coordinates the legal department of Globalweb Outsourcing.

Patrícia Campos Soares Substitute Member of the Fiscal Council 04/27/2023 Up to SGM of 2023

Patrícia Campos Soares is a lawyer graduated at PUC-SP. She has an MBA in Tax Management from FIPECAFI and has worked in several areas of law, including corporate and banking law. Currently, she is a tax attorney focused on tax consulting, although she also has knowledge in tax litigation, administrative and judicial.