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EZTEC´s board of directors is dedicated to providing the Company´s overall strategic guidelines and, among other things, is responsible for establishing the Company´s general business policies and for electing its executive officers and supervising their management, and is also responsible for the appointment and dismissal EZTEC´s independent auditors.
Under the Brazilian corporation law may be elected by the holders of the Company´s common shares at the annual shareholders´ meeting and is prohibited from voting in any annual shareholders´ meeting, and also from acting in any transaction or business in which such director has a conflict of interest with EZTEC.
The members of the board of directors serve a two-year term, and can be reelected and removed at any time. The directors that were reelected after EZTEC entered into the Contract to Participate in the Novo Mercado must also sign, prior to taking office, the directors´ instrument of consent, set forth in the Novo Mercado regulations. Pursuant to the Brazilian corporation law, shareholders of publicly held companies that hold, jointly, common shares representing at least 10% of the Company´s capital stock during a period of at least three months have the right to elect a member to the board of directors.
Meetings of the board of directors are usually held once a month, and on an extraordinary basis whenever called by the chairman or vice-chairman. All decisions of the board of directors are taken by majority vote of the members attending the meeting, and the chairman has the casting vote in case of a tie in any voting.
|Name||Position||Election Date||Term Expiration|
|Ernesto Zarzur||Chairman||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Samir Zakkhour El Tayar||Vice-Chairman||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Nelson de Sampaio Bastos||Board member||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Mario Guy de Faria Mariz||Board member||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Gustavo Diniz Junqueira||Board member||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Silvio Ernesto Zarzur||Board member||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
|Flavio Ernesto Zarzur||Board member||April 28, 2017||Until the annual shareholders´ meeting of 2019 (1)|
(1) The Annual Shareholders’ Meeting that will approve the accounts for the fiscal year ended December 31, 2018
Ernesto Zarzur. Mr. Zarzur has been chairman of our board of directors since March 3, 2007. Mr. Zarzur was also one of the founding shareholders of EZ TEC Engenharia and has held the position of chief executive officer of EZ TEC Engenharia for the 28 years. Mr Zarzur was born February 28, 1934 and worked at Construtora Zarzur & Kogan at the beginning of his carrer, after which he was a partner in Ferreira Dantas Imobiliaria, and has been an entrepreneur in the real estate development industry for 45 years.
Samir Zakkhour El Tayar. Mr. El Tayar has been vice-chairman of our board of directors since March 3, 2007. Mr. El Tayar was born on April 9, 1941. He holds a degree in Accounting and Business from the University of Beirut in Beirut, Lebanon, and his professional experience is based on 13 years in trading and 33 years in the real estate development market.
Nelson de Sampaio Bastos. Mr. Bastos has been an independent member of our board of directors since May 16, 2007. Mr. Bastos was born on November 24, 1942. He holds a degree in Mechatronic Engineering from the Escola Politécnica da Universidade de São Paulo. His experience includes working as president of Brasil Ferrovias for approximately four years, as well as president of Gevisa. He was vice president for strategy and finance of Grupo Villares until 1995. Between 2004 and the middle of 2006, he was chairman of the Executive Committee of Parmalat Brasil, S.A. Previously he was chief executive of Rezende Alimentos, a member of the board of directors of Gradiente, Livraria Siciliano, Alcoa Brasil, Telemig Telenorte Celular and Varig. Currently Mr. Bastos is a member of the board of directors of Santal and Agrenco. Also, Mr. Bastos is member of the Brazilian Institute of Corporate Governance (Instituto Brasileiro de Governança Corporativa), or IBGC.
Mario Guy de Faria Mariz. Mr. Mariz has been an independent member of our board of directors since May 16, 2007. Mr. Mariz was born on November 16, 1943. He holds a degree in Electrical Engineering from the Industrial Engineering Department of Pontífica Universidade Católica of São Paulo, a degree in Business Administration from Universidade Mackenzie and a graduate degree in Financial Management from the Fundação Getúlio Vargas. He broadened his knowledge of electrical engineering at the Capitol Radio Engineering Institute and of business administration through courses at the Harvard Business School. His professional experience includes Philco Rádio Televisão Ltda., Arno S.A. Eletrodomésticos, Tim, Maxitel, Gradiente and FlexTronics, and the management of Springer Carrier.
Gustavo Diniz Junqueira.Mr. Junqueira is a member of our board since May 30, 2008 and was our chief financial and investor relations executive officer from March 3, 2007 and May, 2008.Mr Junqueira was born on May 19, 1972 and holds a degree in business administration from Fundação Armando Álvares Penteado - FAAP and holds a masters degree in business administration, specialized in corporate finance, from Thunderbird School of Management in the United States. Mr. Junqueira is currently Executive Vice President and responsible for the Investment Banking and Capital Markets in Banco Pine. Previously, from June 2001 to February 2007, Mr. Junqueira was CFO of Gradient Electronics, a publicly traded company listed on the Bovespa, and in January 1998 to April 2001, Director of Mergers and Acquisitions of Enron Corp. in USA.
Silvio Ernesto Zarzur. Mr. Silvio Zarzur has been Executive Vice President and Chief Development Officer since May 06, 2013. Mr. Silvio Zarzur was also one of the founding shareholders of EZ TEC Engenharia and has been an executive officer of EZ TEC Engenharia for the last 28 years. Mr. Silvio Zarzur was born on June 7, 1959 and holds a degree in Civil Engineering from the Universidade Presbiteriana Mackenzie.
Flavio Ernesto Zarzur. Mr. Flavio Zarzur has been Executive Vice President of our Company since April 24,2011. Mr. Flavio Zarzur was also one of the founding shareholders of EZ TEC Engenharia and has been an executive officer of EZ TEC Engenharia for the last 28 years. Mr. Flavio Zarzur was born on August 2, 1957 and holds a degree in Civil Engineering from Fundação Armando Álvares Penteado - FAAP.