Governance
and Compliance
Commitment to act with integrity
Our governance model is based on ethics, transparency, equity, accountability, and corporate responsibility principles, in line with recognized market practices as set out by the Brazilian Institute of Corporate Governance (IBGC).
Governance structure
The corporate governance structure is formed by the General Meeting, Board of Directors, Executive Board, and Supervisory Board (non-permanent). The duties of each body are set out in our bylaws.
Board of Directors
Mr. Zampronha became the Chief Executive Officer of Prumo Logística in April 2022. He worked in the industrial, technology, and renewable energy generation sectors, always with a strong entrepreneurial vision. Rogério Zampronha was President of Schneider Electric Brazil and President for South America of Vestas, the world’s largest manufacturer of wind turbines. More recently, he headed Omega Desenvolvimento, where he worked in the structuring and implementation of renewable generation projects, and he continues to serve as a member of the Board of Directors of Omega Energia. He holds an undergraduate degree in Economics from the University of São Paulo (USP) and an MBA from lMD (Lausanne, Switzerland).
Ms. Serpa earned a Civil Engineering degree from the Federal University of Rio de Janeiro, an Executive MBA from COPPEAD, and a degree in Strategic HR Management from the Ross School of Business/Michigan. She has been working in Human Resources for 10+ years, including 7+ years of experience in operations (engineering and implementation of construction work). Angela spent most her career at Andrade Gutierrez (which had more than 30,000 employees at the time) leading the restructuring of the organizational culture and HR subsystems. After Andrade Gutierrez, she served as Head of HR and Communication at GNA from its creation. GNA is a joint venture between Prumo, Bp, and Siemens, and Ms. Serpa stood out for her implementation of a strong organizational culture and actions promoting gender diversity, which were recognized by international institutions.
Degree in economics from the Federal University of the State of Rio de Janeiro (UFRJ) and an MBA in Finance from IBMEC. A highly experienced executive with 20 years’ experience in project finance, mergers and acquisitions and business development. He began his professional career at Vale through the Trainee Program in 2000 and worked in the Business Development and Mergers and Acquisitions Department for 6 years. After that, he joined the EBX Group to be part of the team that started the IPO process of MMX Mineração e Metálicos S.A., which was the first launched by the Group in mid-2006. He stayed at MMX for two years. From 2008 to 2012, he worked in the Corporate Finance team, which handled all IPO, Project Finance, M&A and business development operations for all the Group’s companies. Since 2012 he has been the CFO of Prumo Logística, having worked on M&A operations, investor relations, Prumo’s IPO process and various debt raising processes for subsidiaries totaling several billion dollars. In January 2024, he also took over the presidency of Porto do Açu Operações.
Kristof Waterschoot - Member
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With a degree in Mechanical Engineering from the Mauá School of Engineering in São Paulo, a degree in Physical Oceanography from the University of São Paulo, and an MBA from COPPEAD-UFRJ, Mr. Bomfim has extensive experience in subsea engineering. During 30+ years at Subsea 7, he was responsible for several projects focused on deep water technology. For the past 17 years, he has been the company’s leader in South America, reporting directly to Subsea 7’s executive team and board in Europe. Since 2017 he has been CEO of Vast Infraestrutura, formerly known as Açu Petróleo, a Prumo Group company dedicated to infrastructure and solutions in logistics for liquids in the energy market. Victor Bomfim also serves as a board member of Porto do Açu Operações and DOME and is a member of the Advisory Board of COPPEAD-UFRJ.
Executive Board
Mr. Firmo has 30+ years of experience in the Oil Services industry. Since joining Schlumberger in 1992, he has worked in several areas, ranging from Testing & Wireline Field Engineer Offshore Brazil, field manager positions in North and South America, Global Human Resources Director, Vice President of Operations in Latin America, and President of Schlumberger Brazil. José Firmo was Senior Vice President for the Western Hemisphere at Seadrill Operations from 2014 to 2019; Chairman of IBP – Brazilian Institute of Oil, Gas and Biofuels from 2017 to 2019; and Chairman of ABESPETRO – Brazilian Association of Services Companies in the Oil and Gas sector from 2016 to 2017. Mr. Firmo is currently CEO of Porto do Açu Operações, a Prumo Group company responsible for the development and management of Port of Açu, the largest private port-industry asset in Brazil. Born in Rio de Janeiro, he holds an MBA from the Rotterdam School of Management, Erasmus University.
Degree in economics from the Federal University of the State of Rio de Janeiro (UFRJ) and an MBA in Finance from IBMEC. A highly experienced executive with 20 years’ experience in project finance, mergers and acquisitions and business development. He began his professional career at Vale through the Trainee Program in 2000 and worked in the Business Development and Mergers and Acquisitions Department for 6 years. After that, he joined the EBX Group to be part of the team that started the IPO process of MMX Mineração e Metálicos S.A., which was the first launched by the Group in mid-2006. He stayed at MMX for two years. From 2008 to 2012, he worked in the Corporate Finance team, which handled all IPO, Project Finance, M&A and business development operations for all the Group’s companies. Since 2012 he has been the CFO of Prumo Logística, having worked on M&A operations, investor relations, Prumo’s IPO process and various debt raising processes for subsidiaries totaling several billion dollars. In January 2024, he also took over the presidency of Porto do Açu Operações.
Mr. Braz has been working at Port of Açu since 2019 and has 20+ years of experience in logistics, operations, and negotiation of highly complex contracts, overseeing projects in the oil and gas, infrastructure, and navigation industries. His main mission is to attract companies to set up operations in Port of Açu. He is also responsible for developing connectivity solutions (railway, road, cabotage) that boost the port’s competitiveness and attractiveness, and he is in charge of activities in the Multicargo Terminal (TMULT) and the development of other terminals. He has extensive international experience, having previously held two positions in Europe and led teams in Africa and Latin America. He worked for 16 years at the Maersk Group, where he rose to the position of Director General for Latin America of the group’s maritime support unit (Maersk Supply Service). He also worked for Norway’s Westfal-Larsen Shipping. With a degree in Business Administration from the Catholic University of Rio de Janeiro (PUC-Rio), João Braz has specialization coursework from Maersk International Shipping Education, an MBA from the Getúlio Vargas Foundation, and a graduate degree in Oil and Gas from COPPEAD/UFRJ.
Ms. Moraes earned a Law degree from the Federal University of Rio de Janeiro (UFF) in 2008, has specialization in Civil Procedure from the Catholic University of Rio de Janeiro (PUC-Rio), and a master’s degree in Civil Law from the University of Lisbon (2016). She worked in different areas of the Legal Department of Souza Cruz, a multinational company in the consumer goods sector, from 2008 to 2013. She joined the Prumo Group in 2014 and held different positions in the Legal Department of the Prumo Logística holding company until December 2019, when she took over as Legal Director of Porto do Açu Operações.
Mr. Patel is an executive with 15+ years of experience in the port, oil and gas, and logistics industries. He served as Chief Executive Officer, Chief Financial Officer, and Logistics and Supply Chain Project Manager in companies such as Braskem and GranEnergia. He joined the Prumo Group in 2017 to help set up DOME Serviços Integrados, a joint venture between Prumo Logística and GranEnergia focused on subsea infrastructure for the oil and gas industry. He has been Port Administration Director at Porto do Açu Operações since 2019, in charge of maritime management, infrastructure, QSMS (Quality, Health, Environment, and Safety), and institutional relations at the port. His challenge is to operate and develop Açu efficiently and safely, in line with best ESG practices. He holds a degree in Business Administration from the State University of Santa Catarina (UDESC) and an MBA from INSPER.
Cristiano dos Anjos is the Head of Industrialisation, Energy & Commercial Officer at the Port of Açu, and member of the Executive Committee. With 27 years of experience working in various areas, this professional has contributed to the automation and digitalization of industries, supporting an efficient and sustainable growth. Graduated in Engineering, he also has a post-graduate degree from Unicamp, a specialization in Digital Marketing from USP and Innovation from INSEAD (France), and an MBA in Business Management from FGV. The executive also integrates the CIESP Council, and is Director of the automation area at Abinee. He played a relevant role as a member of the Brazilian Chamber of Industry 4.0, at the Federal Government’s Ministry of Science, Technology, Innovation and Communications, and as a member of CONIC (Superior Council for Innovation and Competitiveness) at Fiesp. He also works as a mentor for Start-ups and Scale-ups, besides being part of the advisory board of CEAP (elected as the best educational NGO in the country several times). Throughout his career, Cristiano has worked in several countries in the Americas, Europe, and the Middle East.
With over 15 years of experience in Finance, Marcelo Chaladovsky joined Porto do Açu Operações S.A in August 2022 as Chief Financial Officer. At Grupo Prumo, since 2016, he served as the Holding’s General Financial Manager, responsible for managing the Budget, Financial Planning, and Control areas. Throughout his career, Chaladovsky was a member of the Board of Directors of Ferroport Logística Comercial Exportadora S.A and of the Finance Committee of Vast Infraestrutura S.A and Ferroport. Before joining Prumo, he held financial management positions at Grupo Sá Cavalcante and PDG Realty and worked as credit officer at BRR Administração de Crédito and Banco CR2. Marcelo Chaladovsky has a postgraduate degree in Finance and Corporate Management.
Risk Management
Through annually revised action plans, we identify, assess, and manage operational, strategic, financial, compliance, legal, and reputational risks. The process is structured under ISO 31000 risk management principles and guidelines, and under the COSO Enterprise Risk Management model, an international framework to guide organizations in internal control principles and best practices to maximize their effectiveness.
Integrity Program
We have a non-negotiable commitment to act ethically and with integrity, complying with applicable legislation and regulations. We follow a structured Integrity Program, which is integrated with the program of our shareholder, Prumo, to disseminate the highest standards of ethical conduct. The program is based on prevention, identification, response, and improvement.
In developing fair and sustainable businesses, we also follow integrity guidelines, such as the Code of Conduct and Anti-Corruption documents, which steer all relationships and formalize guidelines that we must follow when performing our activities. For communication of any violations of the code or other legal aspects, our exclusive Reporting Channel is a secure and confidential platform with guaranteed anonymity for whistleblowers.
