Corporate
Governance

Sponsor

HPX CAPITAL PARTNERS

HPX Capital Partners is an investment firm founded by professionals with distinctive and complementary backgrounds. We seek to have a transformative impact on businesses through long-term oriented investments and hands-on partnerships to help companies realize their rare potential. We promote value creation in our investments by leveraging our experiences as bankers, investors, owners and operators where we advised clients, invested proprietary and third-party capital and operated the businesses we acquired over the last 25 years.

Management

TEAM

Bernardo Hees is Co-Chairman of our board of directors and has over 20 years of operating experience. Mr. Hees served as a partner of 3G, a private equity firm, from 2010 to 2019 and was responsible for leading some of 3G’s most iconic investments. Until stepping down in June 2019, Mr. Hees served as the Chief Executive Officer of Kraft Heinz, one of the largest manufacturers and marketers of consumer branded food products in the world. Mr. Hees became Chief Executive Officer of Kraft Heinz upon the closing of the merger of Kraft with Heinz in 2015, where he served as Chief Executive Officer since June 2013. Prior to this, Mr. Hees served as Chief Executive Officer of Burger King, a global fast food restaurant chain, from November 2010 to June 2013, upon 3G’s approximately $4.0 billion acquisition of Burger King Holdings. Mr. Hees also served as the Chief Executive Officer of America Latina Logistica, a Brazilian logistics company, from January 2005 to September 2010. Mr. Hees is currently the Chairman of the Board and Chair of the Board’s Executive Committee of Avis Budget Group, Inc., a leading global provider of mobility and car rental solutions through its Avis and Budget brands. Mr. Hees has served on the board of directors of Bunge Ltd., an agribusiness and food company, since December 2019.
Rodrigo Xavier is Co-Chairman our board of directors and has an extensive 25 years of experience in the Brazilian financial sector. Most recently, he served as Chief Executive Officer and Chairman of the board of directors at Bank of America Merrill Lynch Brazil from 2014 to 2017. Previously, Mr. Xavier was a Founding Partner and member of the Executive Committee of Vinci Partners, where he was responsible for all of the commercial areas of the firm. Prior to this, Mr. Xavier was the Chief Executive Officer of UBS Pactual and Co-Head of UBS Global Asset Management for Latin America. He joined Banco Pactual in 1993, where he held a number of positions including Co-Head of Asset Management, Managing Partner of Pactual Capital Corporation in New York City and Head of Equity Sales and Trading. He became a Partner of Banco Pactual in 1997 and a member of its Executive Committee in 2003.

Marcos Peigo is a member of our board of directors and chair of its Nominating and Corporate Governance Committee. Mr. Peigo has served as an Operating Partner of Digital Colony, a global investment firm, and Chief Executive Officer and Board Member of Scala, the Latin American hyperscale data center platform of Digital Colony, since April 2020. Prior to this, Mr. Peigo was Vice President of Value Creation at IBM Latin America from 2018 to April 2020, and before that was the Chief Operating Officer at UOL Diveo Tecnologia from 2012 to 2017. From 2004 to 2013, Mr. Peigo served as the Chief Executive Officer of Solvo Serviços de Informática and from 2002 to 2007, he served as a Board Member of Automatos International Ltd. In 2014, Mr. Peigo founded Lemniscata Ventures, a privately held advisory and investment firm.

Rafael Grisolia is a member of our board of directors and member of its audit committee and the nominating and corporate governance committee. Mr. Grisolia is a senior executive with over 20 years of experience in high leadership positions or as an executive officer in large Brazilian companies. He was most recently the Chief Executive Officer of BR Distribuidora S.A., from 2019 to January 2021, and prior to that served as CFO and IRO of Petroleo Brasileiro S.A. since 2018. He was CFO and IRO of Petrobras Distribuidora S.A.from 2017 to 2018 and CFO and IRO of InBrands S.A. from 2013 to 2017. Prior to this, he was an executive officer of many large Brazilian companies, including Cosan, Cremer Group, Trigo Group and Esso (ExxonMobil). Mr. Grisolia has extensive experience in successfully coordinating privatization processes, turnarounds, M&A’s and IPO’s for large and well-known Brazilian companies. He is certified by IBGC (Brazilian Institute of Corporate Governance), having participated in the Board of Directors of PDG Realty, a Brazilian real estate developer and IBP, the Brazilian Institute of Oil & Gas.
Salete Pinheiro is a member of our board of directors and is chair of its Audit Committee. Ms. Pinheiro has more than 38 years of experience in the Brazilian corporate market, most recently as an Auditing Partner at PricewaterhouseCoopers from 1979 to 2018. From 1995 to 2008, Ms. Pinheiro became an executive member, initially responsible for human resources in PricewaterhouseCoopers’ Rio de Janeiro office and in 2003 for operations in Northeast Brazil. Ms. Pinheiro serves on the Fiscal Council at Petrobras Distribuidora and on the Audit Committee at HDI Seguros.
Wolney Betiol is a member of our board of directors and member of its compensation committee and the nominating and corporate governance committee. Mr. Betiol is an entrepreneur, an investor, and a business leader with more than 30 years in technology industry. In 1990, he co-founded Bematech, which became one of the largest Brazilian companies focused on retail automation solutions, took the company public in 2007 and led the process of merging the company with Totvs, one of the largest IT companies in Latin America in 2015. Also in 2015, Mr. Betiol founded Synapse Venture Capital, a global investment firm focused on investing in innovative companies and venture capital funds, strengthening the ties between Silicon Valley and Brazil.
Carlos Piani is our Chief Executive Officer and Chief Financial Officer and a director since our inception. Mr. Piani has over 20 years of investment and operational experience and a depth of investment and mergers and acquisitions experience in a wide range of industries. Mr. Piani is currently the Chairman of Equatorial Energia, Chairman of Brasil Brokers Participacoes, and serves on the board of directors of Petrobras Distribuidora. Mr. Piani served as Head of Strategic Initiatives and Mergers & Acquisitions in 2019 at Kraft Heinz and Zone President of Kraft Heinz Canada from 2015 to 2018. Prior to joining Kraft Heinz, Mr. Piani served as Chief Executive Officer of PDG Realty from August 2012 to August 2015. Previously, he served as Co-Head of Private Equity of Vinci Partners from April 2010 to August 2012, as Chief Executive Officer of CEMAR, from March 2006 to April 2010, and as Chief Executive Officer of Equatorial Energia S.A., CEMAR’s controlling shareholder, from March 2007 to April 2010. From 1998 to 2004, Mr. Piani served at Banco Pactual S.A., initially as an investment banking analyst and later as an Associate Partner of the Principal Investment Group.

Documents

PDF Documents to Download.

Audit
Committee
Charter

Compensation
Committee
Charter

Nominating and Corporate Governance Committee Charter

Code of Ethics
and Business
Conduct

Corporate
Governance
Guidelines

Insider
Trading
Policy