| Unibanco has long conducted its business and its decision-making process on sound
principles of transparency, equity, accountability and corporate responsibility.
The executive team works with well-defined management processes, ensuring a seamless
implementation of strategic initiatives, the compliance to all legal rules and
regulations and efficient communication. Unibanco and Unibanco Holdings joined
the first group of Brazilian companies to upgrade their listings on Bovespa to
Level 1.
Unibanco and Unibanco Holdings management is structured as follows:
Unibanco Holdings
Unibanco Holdings Board of Directors is constituted of five up to 11
members, elected at shareholders meetings for renewable one-year terms of office.
Currently the board sits seven members (additional information available in Unibanco Holdings).
There is also an Executive Board made up of three members, elected by
the Board of Directors for renewable one-year terms.
Unibanco
The Board of Directors is Unibanco's top management body, constituted
of four to eight members. In 2004 the Board underwent several changes, with
the election of Pedro Sampaio Malan as chairman and Pedro Moreira Salles moving
to the vice-chairman seat and the nomination and election to the board of Armínio
Fraga and Joaquim Francisco de Castro Neto. Board members are elected at shareholders
meetings, for renewable one-year terms of office.
The Executive Board, with up to 150 members, is elected by the Board
of Directors for renewable one-year terms. In 2003, following the 3,136
Central Bank's Circular, all executive director positions became statutory.
The Auditing Committee is a statutory body established in April 2004
as per Brazilian legislation. Its duties include nomination, ad referendum
of the Board of Directors, of independent external auditors; revision of half-yearly
financial statements; evaluation of the services provided by internal and external
auditors; and the establishment, publication, follow-up and monitoring of all
procedures required for legal compliance purposes; recommendations of corrective
and improvement measures for internal policies and strategies. The Auditing
Committee members are currently Gabriel Jorge Ferreira, Eduardo Augusto de Almeida
Guimarães and Guy Almeida Andrade.
Committees
Some committees are responsible for ensuring the integrity of the management
structure, in support of the bank's executives.
Policies
and Strategy Committee (CPE): Formed by Unibanco's Board of Directors members,
the CEO and the vice-presidents of the business units (Retail, Wholesale, Insurance
and Pensions and Wealth Management). It holds quarterly meetings and responds
for the definition and transparency of all policies and the establishment of
Unibanco's major objectives.
Executive
Committee (CE): Formed by the CEO, the vice-presidents of the business units
(Retail, Wholesale, Insurance and Pensions and Wealth Management), and the executives
in charge of the support areas (Legal, Auditing, Risk Management and Institutional
Relations, Planning, Operations and Control, People and Communication). It meets
weekly and is responsible for the tasks delegated by the CPE and for monitoring
Unibanco's consolidated results.
Risk
Management Committee: Constituted by the chairman of the board, the CEO
and the vice-presidents of Planning, Operations and Controls, and Legal, Auditing,
Risk Management and Institutional Relations. It meets monthly and its function
is to review, alter and/or validate the conglomerate's policies, processes and
activities that involve risk - market, liquidity, credit, legal, fiscal - in
addition to all forms of operational risk, including image and credibility.
Other committees comprise all areas of business, products and services provided
by Unibanco and meet on a weekly, monthly, bi-monthly or ad-hoc basis.
Some of these committees are:
Credit
Committee
Corporate
Communication Committee
Wealth
Management Executive Committee
Insurance
and Pensions Executive Committee
Money
Laundering Prevention Committee
Financial
Committee
Disclosure
Committee (in charge of releasing relevant acts or facts)
Internal
Controls Committee
People
Committee
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