Board, Council and Committees

Executive Officers

The Board of Executive Officers is JBS’ managing executive body.  The members of the Board of Executive Officers are its legal representatives and are responsible for the internal organization, decision-making, day-to-day operations and the implementation of the general policies and guidelines established by the Board of Directors.

The members of the Company’s Board of Executive Officers are elected by the Board of Directors for three-year terms and are eligible for reelection.  The Board of Directors may remove any Executive Officer at any time with or without cause. In accordance to Brazilian Corporation Law, Executive Officers must be residents in Brazil but need not to be shareholders.  JBS’ Board of Executive Officers meets if called by the president of the Board of Eexecutive Officers or by the majority of its members if necessary.

The Company’s Investor Relations Office is located at the Company’s headquarters, at Av. Marginal Direita do Tietê, 500, São Paulo, SP, under the responsibility of Mr. Guilherme Perboyre Cavalcanti.

Member Office Election Date End of mandate
Gilberto Tomazoni Chief Executive Officer May 11, 2022
May 11, 2025

Gilberto holds a degree in mechanical engineering and a postgraduate degree in management. He has extensive experience in, and knowledge of, the food industry. He worked at Sadia for 27 years, where he started as a trainee and rose to become the CEO. He served for three years as Vice President of Bunge for South and Central America. He joined JBS as Global President of the poultry business in 2013, and led the establishment of Seara Alimentos as CEO. In 2015, he was named President of JBS’ Global Operations, from 2017 to 2018 served as the Company’s Global Chief Operating Officer and, in 2018, he was appointed as Global CEO – Chief Executive Officer of JBS S.A. In 2013, he was appointed as Chairman of the Board of Pilgrim’s Pride Corporation.

Jeremiah O‘Callaghan Director without a specific designation May 11, 2022
May 11, 2025

Jeremiah holds an engineering degree from University College Cork and immigrated to Brazil in 1979. Mr. O’Callaghan has over 40 years of experience in the meat industry, developing global trade strategies for the Brazilian industry. Initially, he worked at Mouran (1983-1989), then at Bordon (1989-1995) and joined JBS in 1996 to develop the International Business Area. He was appointed as Investor Relations Officer in 2008, shortly after the Company went public. Since October 2017, Mr. O’Callaghan holds the position of Chairman of the Board of Directors of JBS.

Eliseo Santiago Perez Fernandez Director of Administration and Control May 11, 2022
May 11, 2025

Eliseo was graduated in Business Administration and Accounting at Pernambuco’s Catholic University and post-graduated in Business Administration at FGV. Mr. Eliseo started at JBS in August 2005 and is currently the Director of Administration and Control. Has the experience of eight years in audit and consulting and 10 years in the retail industry.

Guilherme Perboyre Cavalcanti Chief Financial Officer and Investor Relations Officer May 11, 2022
May 11, 2025

Guilherme holds a bachelor’s and master’s degree in economics from the Pontifical Catholic University of Rio de Janeiro. From 2012 to 2019, he served as Director of Finance and Investor Relations at Fibria Celulose S/A. Previously, he was CFO and Investor Relations Officer at Vale do Rio Doce and, before that, was the Director of Treasury and Planning at Grupo Globo. He has won several industry awards, including that of Best CFO in the Pulp and Paper industry by Institutional Investor Magazine every year between 2012 and 2016.

Wesley Mendonça Batista Filho Director without a specific designation May 11, 2022
May 11, 2025

Wesley Filho began his career with JBS USA as a trainee at the Greeley Beef plant located in Colorado. Upon completing the Trainee program, Wesley moved to Brazil joining JBS S.A.. In South America Wesley served in various senior roles including, Asian Export Sales, Head of JBS Uruguay and Head of JBS Paraguay. In 2014 Wesley assumed the positon of President of JBS Canada and relocated to Calgary, Alberta. Since February of 2016, Wesley was the president the beef business in Canada and USA. Today, he is the Global President of Operations.

Fiscal Council

According to the Brazilian Corporation Law, the fiscal council is a corporate body independent of management and external auditors. The fiscal council can function either permanently or non-permanently, in which case it will act during a specific fiscal year when installed at the request of shareholders representing at least 2% of the shares with voting rights and each period of its operation will end at the first ordinary general meeting after its installation.

The primary responsibilities of the Fiscal Council are to monitor management activities, review the Company’s financial statements and to report its findings to the Company’s shareholders. In addition, Brazilian Corporation Law requires Fiscal Council members to receive as compensation at least 10% of the average annual amount paid to the Company’s executive officers, excluding benefits and other allowances or profit sharing.

The Fiscal Council is a permanent body, and, whenever installed, must be comprised of three members, with an equal number of alternates. Under Brazilian Corporation Law, an Fiscal Council may be established at a shareholders’ meeting upon the request of the shareholders. JBS currently maintain an Fiscal Council.

The Fiscal Council will function on a permanent basis, with the powers and duties granted to it by law.

The Fiscal Council shall consist of at least three (3) and at most five (5) sitting members and alternates in the same number, shareholders or not, liable to be elected or dismissed at any time of the General Meeting.

  • The members of the Fiscal Council shall have a unified term of office of one year, with reelection being permitted.
  • In their first meeting, the members of the Fiscal Council shall elect their president.
  • The investiture in the positions shall be made by means of an instrument drawn up in a proper book, executed by the member of the  Fiscal Council who takes office by means of the prior execution of the Instrument of Consent of Members of the  Fiscal Council pursuant to the provisions of the Listing Regulations of Novo Mercado.
  • In case of absence or impairment, the members of the Fiscal Council shall be replaced by the corresponding alternate with due regard for the age, starting with the eldest.
  • In case the vacancy of any position as member of the Fiscal Council, the corresponding alternates will occupy the position and, in case of nonexistence of any alternates, the General Meeting shall be convened to elect the member for the vacant position.

 

The Fiscal Council shall meet whenever necessary, being entitled to all duties attributed to it by law.

  • Regardless of any formalities, a meeting to which all members of the Fiscal Council are present will be considered regularly convened.
  • The Fiscal Council manifests itself by means of the majority of votes, when the majority of its members are present.
  • All resolutions of the Fiscal Council shall be reflected in minutes drawn up in the corresponding Book of Minutes and Opinions of Fiscal Council and executed by the members present.

The remuneration of the members of the Fiscal Council shall be fixed by the General Meeting that elects them, with due regard for the provisions of paragraph 3 of article 162 of the Corporation Law.

Click here and access the Internal Regulations of the Fiscal Council of JBS S.A.

Member Office Election Date End of mandate
José Paulo da Silva Filho Member 04/24/2023
ASM 2024

Graduated in Accounting at the Catholic University of Pernambuco and Post Graduate in Business Management at Getulio Vargas Foundation (FGV). Mr. José has 17 years experience as an independent auditor and over 10 years as director in the areas of administration and finance, where he served as a Director of Administration and Control of JBS S.A. (2009 – 2011) and J&F Investimentos S.A. (2012 – 2014), holding company of Grupo JBS.

Adrian Lima da Hora Member 04/24/2023
ASM 2024

Graduated in Business Administration and Accounting Sciences from Universidade Católica de Pernambuco, holds an intensive MBA at Ahold Retail Academy, Cornell, at Provar – USP and at StarSe/Nova SBE. Strong experience in the animal protein industry, with relevant background in retail and external audit (Ernst & Young). Worked as CFO, CAO and controller in large multi-location organizations and as member of the Board of Directors of companies in Italy and Monaco. He has knowledge of the debt issuance market and of proceedings before CADE. He was CFO of Seara (2015 to 2016) and CAO of Rodopa (2011 to 2015).
He is currently an effective member of the Fiscal Council of JBS, Eldorado Brasil Celulose S.A. and Excelsior Alimentos S.A, of the Audit Committee of M Dias Branco, and of the Board of Directors of International School, Serviços de Ensino, Treinamento, Editoração Franqueadora S.A.
Excelsior Alimentos S.A. is indirectly controlled by JBS; and Eldorado Brasil Celulose S.A. is directly controlled by J&F Investimentos S.A., parent company of JBS.

Demetrius Nichele Macei Member 04/24/2023
ASM 2024

Tax teacher at the Law School of Curitiba with a PhD in tax law by the Pontifical Catholic University of São Paulo (PUC). Has an extensive professional experience, holding positions in companies such as JBS Argentina SA, JBS S.A. and Deloitte Brazil. In addition, he published articles and books.

Marcos Alberto Pereira Motta Alternate Member 04/24/2023
ASM 2024

Civil Engineer with emphasis in Transportation from UERJ, Master in Transportation Systems from Instituto Militar de Engenharia, Postgraduate in Economic Development from IE/UFRJ, MBA in Finance from COPPEAD/UFRJ and MBA in Business from IAG/PUC-RJ. He is currently a Ph.D. Candidate of the joint PhD program at the Universities of Lisbon, Porto, Coimbra and MIT, and a research fellow at MIT Portugal. He joined BNDES in 2023 and worked in the Urban Development Department, Infrastructure and Logistics Department and was manager of the Services Export Department, always working in the infrastructure area in all departments. He also served as Advisor to the Board of Directors where he focused on agendas related to infrastructure, capital markets and foreign trade. He is currently Advisor to the President of BNDES, acting as direct advisor to the president and coordinating strategic projects.

Marcos Godoy Brogiato Alternate Member 04/24/2023
ASM 2024

Accounting technician and graduated in Business at Pontifícia Universidade Católica de São Paulo. He worked at Bordon Group (1973 – 2001) in the following positions: General Accounting Manager (1996 – 1998), and Financial Manager (1998 – 2001). Between 2001 and 2006, he provided advisory services to the Bordon Group and, since then, coordinates the accounting of a company linked to the group. He is currently an alternate member of the Fiscal Council of JBS S.A. and Excelsior Alimentos S.A.

André Alcantara Ocampos Alternate Member 04/24/2023
ASM 2024

With more than 20 years of experience in accounting and controlling in medium and large companies, he worked as Flora S.A.’s Controller Manager (2011 – 2012) and Accounting Coordinator at Syngenta (2001 – 2011). He was a member of the Fiscal Council for Companies in the Energy Sector and currently is Corporate Vice President Director of J&F Investimentos S.A.

Sandro Domingues Raffai Alternate Member 04/24/2023
ASM 2024

Graduated in Accounting at Faculdade Oswaldo Cruz and post-graduated at Escola de Comércio Álvares Penteado in Tax Management. Since 2006, he has been acting as controller assistant at the F.F. Ltda. He is currently an alternate member of the Fiscal Council of JBS S.A., Excelsior Alimentos S.A. and Eldorado Brasil Celulose S.A.

Orlando Octávio de Freitas Júnior Member 04/24/2023
ASM 2024

Bachelor in Accounting Sciences at Universidade Mackenzie, registered with CRC-SP and IBRACON-Institute of independent auditors in Brazil and attended the course of directors of IBGC (Brazilian Institute of Corporate Governance). He has 35 years of experience as an audit professional in external audit companies, Peat Marwick Mitchel, Trevisan Auditores and KPMG, 23 years as a partner and technical responsible for the audit work. Mr. Orlando was a member of the executive committee of Trevisan and KPMG for 15 years, and is currently a member of the Fiscal Council of Eldorado Brasil Celulose S.A., a member of JBS S.A. Audit Committee and also its Related Parties Committee of JBS S.A.

Paulo Sérgio Cruz Dortas Matos Alternate Member 04/24/2023
ASM 2024

With degrees in accounting and economics, he has more than 30 years of experience in financial auditing and in reviewing and evaluating internal control procedures for national and global companies. He also has recognized experience in corporate accounting. His experience also includes leadership in due diligence projects for private equity and venture capital funds. He was a partner at Ernst & Young’s Strategic Growth Markets (SGM) practice, focused on developing opportunities for companies in different industries and also in the IPO process. Dortas is also a member of the Regional Accounting Council (CRC).
He is a member of the Statutory Audit Committee and a member of the Company’s Related Parties Committee.

Patricia da Silva Barros Member 04/24/2023
ASM 2024

A Production Engineer from UFRJ, with specialization in Economic and Social Development from the Institute of Economics at UFRJ. She holds a master’s degree and a PhD in Administration with concentration in Finance from COPPEAD. At BNDES, she served in executive positions in the Credit Area, Credit Risk Area, Internal Audit and even as Superintendent of the Controller’s Area. She served as a full member of the Fiscal Council of FAPES from 2009-2013 and 2015-2017. Since May 2022 she has been a member of the Audit Committee of FAPES.

Board of Directors

Pursuant to the Article 16, paragraph 3 of JBS’s by-laws, the Company’s Board of Directors consists of nine members: one president, one vice president, and seven permanent independent directors. During periods of absence or temporary unavailability of the president, the president’s activities will be performed by another member of the Board of Directors, previously appointed by the president.

The Company’s Board of Directors is the decision-making body responsible for, among other matters, establishing policies and guidelines for its business. The Board of Directors also supervises its board of executive officers and monitors their implementation of the policies and guidelines that are established from time to time by the Board of Directors.  Pursuant to Brazilian Corporation Law, the Board of Directors is also responsible for hiring its independent auditors.

The members of JBS’s Board of Directors are elected at general shareholders’ meetings for terms of two years, and are eligible for reelection. The members of JBS’s Board of Directors are subject to removal at any time, with or without cause, at a general shareholders’ meeting. The Company do not elect alternate members of the Board of Directors. According to the Brazilian Corporation Law, each of the members of JBS’s Board of Directors must hold at least one of our shares.

The Board of Directors meets at least once in each fiscal quarter and at any time when an extraordinary meeting is called by the president or by any other member.  Decisions of the Board of Directors are taken by majority vote.

Except when indicated differently, the commercial address of each member is Av. Marginal Direita do Tiête, 500, Vila Jaguara, CEP 05118-100, São Paulo, SP.

Click here and access the Internal Regulations of the Board of Directors of JBS S.A.

Member Office Election Date End of mandate
Jeremiah O'Callaghan Member 04/24/2023
ASM 2025

Jeremiah holds an engineering degree from University College Cork and immigrated to Brazil in 1979. Mr. O’Callaghan has over 40 years of experience in the meat industry, developing global trade strategies for the Brazilian industry. Initially, he worked at Mouran (1983-1989), then at Bordon (1989-1995) and joined JBS in 1996 to develop the International Business Area. He was appointed as Investor Relations Officer in 2008, shortly after the Company went public. Since October 2017, Mr. O’Callaghan holds the position of Chairman of the Board of Directors of JBS.

José Batista Sobrinho Member 04/24/2023
ASM 2025

Current Vice-President of the Board, Mr. Batista is the founder of JBS. He has more than 50 years of experience in beef production.

Francisco Turra Independent Member 04/24/2023
ASM 2025

Francisco Turra has a degree in Social Communication from PUC / RS and a Bachelor of Law from the Federal University of Passo Fundo / RS. He has domain in the Agribusiness sector in the domestic market and in the financial market, having served as the Vice President and the Operations Director of Banco BRDE between 2007 and 2008 and President of Banrisul from 1995 to 1996. He was also President of the Companhia Nacional de Abastecimento (Conab), and President of the Brazilian Association of Animal Protein (ABPA) as well as Vice President of the Latin American Poultry Association.

Carlos Hamilton Vasconcelos Araújo Independent Member 04/24/2023
ASM 2025

Former Director of Economic Policy at the Central Bank of Brazil, Mr. Carlos Hamilton Vasconcelos Araújo is an engineer, Master and Doctor in Economics with strong experience in financial and political-economic market. He was also President of Cateno Gestão de Pagamentos (2021), Vice President of Services, Infrastructure and Operations of Banco do Brasil (2017-2018), Secretary of Economic Policy of the Ministry of Finance in 2016, besides occupying several remarkable positions in private sector. Additionally, he was a member of the Board of Directors of UBS BB Services, Banco Votorantim, Cielo, BB Seguridade and Neoenergia. Currently, Mr. Vasconcelos is a member of the Board of Directors of Brasilprev Seguros e Previdência and of the Board of Trustees of Fundação Getúlio Vargas.

Kátia Regina de Abreu Gomes Independent Member 04/24/2023
ASM 2025

Kátia Regina de Abreu Gomes was the President of the Foreign Affairs Committee of the Federal Senate between 2021 and 2022, Senator of the Republic between 2007 and 2021, Minister of Agriculture, Livestock and Supplying between 2015 and 2016, Federal Deputy between 2003 and 2007, Substitute Federal Deputy between 2000 and 2002, President of the Confederation of Agriculture and Livestock – CNA between 2009 and 2014, President of the Federation of Agriculture and Livestock of the State of Tocantins in 1996, President of the Rural Union of the Municipality of Gurupi/TO in 1994. In addition, she participated in several commissions and missions abroad and in Brazil.

Alba Pettengill Independent Member 24/04/2023
ASM 2025

Alba joined the meat-packing industry in 1985 as the Director of Frigorífico Guarani, where she was responsible for implementing the ISO9000 Quality standards. Having dedicated over 30 years to the meat-packing industry, she is an expert of production processes. Alba was the founder and president of the Paraguayan Chamber of Meat and was recognized by the government of Paraguay for the implementation of renewable energies. Currently, Alba is a land-owner in Paraguay, dedicating herself to cattle raising with genetic improvement. In addition, she is a member of the Board of Directors of the Rural Association of Paraguay and the Animal Health Commission of Paraguay.

Gelson Luiz Merisio Independent Member 04/24/2023
ASM 2025

Gelson Luiz Merisio is from Santa Catarina, Xaxim, graduated in Business Administration by Universidade do Oeste de Santa Catarina (Unoesc). He was the President of Associação Comercial e Industrial de Xanxerê (ACIX), of Federação das Associações Comerciais e Industriais de Santa Catarina (FACISC), of Conselho Deliberativo do SEBRAE/SC and Vice President of Confederação das Associações Comerciais do Brasil (CACB). Representing the entrepreneurs of Santa Catarina, he was a state deputy in the Legislative Assembly of Santa Catarina, from 2005 to 2018. In 2010, he became the President of the Legislative Assembly by unanimous vote, and on the following two periods (2011/12 and 2015/16).

Paulo Bernardo Silva Independent Member 04/24/2023
ASM 2025

Paulo Bernardo Silva was Minister of Communications between 2011 and 2014, Minister of Planning, Budget and Management between 2005 and 2010, Federal Deputy for Paraná in three terms (1991-1995, 1995-1999 and 2003-2007). He was also a career employee at Banco do Brasil (1975-2015), Secretary of State for Finance – Mato Grosso do Sul (1999 – 2000) and Municipal Secretary of Finance and Planning – Londrina (2001-2002).

Cledorvino Belini Independent Member 04/24/2023
ASM 2025

Cledorvino Belini has a career spanning more than 40 years in multinational companies, held the position of Chief Executive Officer of the automotive manufacturing company Fiat in Brazil and in Latin America for 11 years, between 2004 and 2015. He was president of the National Association of Automotive Vehicle Manufacturers (Anfavea) between 2010 and 2013 and Chief Executive Officer of Companhia Energética de Minas Gerais S.A. (Cemig), from February 2019 to January 2020. Mr. Cledorvino Belini served as independent member of JBS’ Board of Directors between October/2017 and June/2020 and between November/2021 and April/2023.

Directors’ Committees

The Board of Directors of JBS has the support of six specific committees that assist in strategic business decisions.

Socio-Environmental Responsibility Committee

The Socio-Environmental Responsibility Committee advises the Board of Directors regarding the risks and opportunities in sustainability initiatives. Accordingly, the committee is responsible for dealing and connecting all topics related to the Company’s business in a global perspective, including: identification, addressing and treatment of critical issues that result in risks or impacts on JBS’ business; monitoring and implementation of policies, strategies and specific initiatives; and evaluation of investments proposals in sustainability.

Click here to access the Internal Procedures By-Laws of the Socio-Environmental Responsibility Commitee.

 

Composition of the Socio-Environmental Responsibility Committee

Name Office Position in the Committee
Jeremiah O’Callaghan President of the Board of Directors of JBS Coordinator
Guilherme Motta President of JBS Leather Business Member
Liege Nogueira Sustainability Director Member
Alba Pettengill Independent Member of the Board of Directors of JBS Member
Francisco Turra Independent Member of the Board of Directors of JBS Member
Kátia Regina de Abreu Gomes Independent Member of the Board of Directors of JBS Member
Paulo Bernardo Silva Membro Independente do Conselho de Administração da JBS Member
Statutory Audit Committee

The Statutory Audit Committee advises the Board of Directors about the norms, rules and procedures for disclosure and transparency of financial statements, being responsible also for evaluating the performance of internal control systems and internal and external audits. Annually, the SAC revises the work conducted by the internal audit team and approves the guidelines and the action plans for the year in course.

Click here to access the Internal Procedures By-Laws of the Statutory Audit Commitee.

 

Composition of the Statutory Audit Committee

Name Office Position in the Committee
Carlos Hamilton Vasconcelos Araújo Independent Member of the Board of Directors of JBS Coordinator
Paulo Sérgio Dortas Independent Member of the Board of Directors of JBS Independent Member
Gelson Luiz Merisio Independent Member of the Board of Directors of JBS Independent Member
Financial and Risk Management Committee

This Committee helps the Board of Directors and Executive Officers analyze the impacts of the global economic scenario on JBS’ financial policy. The Committee acts in order to improve rules and procedures for the control and management of market and credit risks. The objective was to reduce the risk of fluctuation in prices and create value for shareholders, in addition to mitigate other risks that the Company is exposed due to the regular course of its business.

Click here to access the Internal Procedures By-Laws of the Financial and Risk Management Commitee.

 

Composition of the Financial and Risk Management Committtee

Name Office Position in the Committee
Wesley Mendonça Batista Filho CEO JBS USA Member
Carlos Hamilton Vasconcelos Araújo Independent Member of the Board of Directors of JBS Member
Guilherme Perboyre Cavalcanti CFO of JBS and Investor Relations Officer Coordinator
Gelson Luiz Merisio Independent Member of the Board of Directors of JBS Member
Cledorvino Belini Membro Independente do Conselho de Administração da JBS Member
Governance, Compensation and Nomination Committee

The Governance, Compensation and Nomination Committee aims to implement practices and policies based on the highest standards of corporate governance and compliance.

Click here to access the Internal Procedures By-Laws of the Governance, Compensation and Nomination Commitee.

 

Composition of the Governance, Compensation and Nomination Committee

Name Office Position in the Committee
Jeremiah O’Callaghan President of the Board of Directors of JBS Coordinator
Carlos Hamilton Vasconcelos Araújo Independent Member of the Board of Directors of JBS Member
Francisco Turra Independent Member of the Board of Directors of JBS Member
Gelson Luiz Merisio Independent Member of the Board of Directors of JBS Member
Paulo Bernardo Silva Membro Independente do Conselho de Administração da JBS Member
Related Parties Committee

The Related Parties Committee aims to ensure that the transactions of the Company and its subsidiaries and affiliates, involving related parties are performed taking into account, firstly, the best interest of the Company, under normal market conditions, negotiated independently, through a transparent and ethical process, in accordance with the current legislation and on terms not less favorable to the Company than a transaction held with third parties that are not considered Related Parties, under the same circumstances or in similar scenarios.

Click here to access the Internal Procedures By-Laws of the related Parties Commitee.

 

Composition of the Related Parties Committee

Name Office Position in the Committee
Carlos Hamilton Vasconcelos Araújo Independent Member of the Audit Comittee Member
Alba Pettengill Independent Member of the Board of Directors of JBS Member
Paulo Sérgio Dortas Independent Member of the Audit Comittee Member
Gelson Luiz Merisio Independent Member of the Board of Directors of JBS Coordinator
Diversity, Equity and Inclusion Committee

The Diversity and Inclusion Committee advises the Board of Directors on the achievement of its attributions in relation to the rules and principles of people management processes, through the definition, implementation and management of diversity and inclusion programs, including recruitment, hiring, training, promotion and resignation processes, while aiming to promote an inclusive and diverse workplace alligned to the strategy, culture and values of the Company. The committee is responsible for the development of affirmative actions, based on the work that will be done by internal groups, with the objective of implementing an active listening process of employees and drawing up action plans based on detected opportunities for improvement.

Click here to access the Internal Regulations of the Diversity and Inclusion Commitee.

 

Composition of the Diversity, Equity and Inclusion Committee

Name Office Position in the Committee
Jeremiah O’Callaghan President of the Board of Directors of JBS Coordinator
Cameron Bruett Head of Corporate Affairs and CSO Member
Kátia Regina de Abreu Gomes Independent Member of the Board of Directors of JBS Member
Alba Pettengill Independent Member of the Board of Directors of JBS Member
Juriana Sperandio Domingues Head of HR in JBS North America and Global HR Director Member
Marcela Rocha Executive Director of Corporate Affairs at JBS Member