Special Meeting of Shareholders of Transmissora Aliança de Energia Elétrica convened for. July 26, Management Proposal

Transcription

1 Special Meeting of Shareholders of Transmissora Aliança de Energia Elétrica convened for Management Proposal Recomposition of the Audit Committee; Issuer: Executive Board

2 SPECIAL MEETING OF SHAREHOLDERS OF TRANSMISSORA ALIANÇA DE ENERGIA ELÉTRICA TAESA Agenda // INFORMATION RELATING TO THE RECOMPOSITION OF THE AUDIT COMMITTEE Substitution of 2 standing members and of their respective alternates Audit Committee (Term of office: 1 year until AUGUST 2018) Full members Alternate members Marilia Carvalho de Melo Francisco Luiz Moreira Penna Ademir Lucas Gomes Eduardo José de Souza Luiz da Penha Souza da Silva Pedro Marcelo Luzardo Aguiar Manuel Domingues de Jesus e Pinho João Henrique de Souza Brum João Andersen Corte Real Gisele Weisheimer Susana Furquim Xavier Couto Manoel Carlos Visentin Coronado Alexandre PederciniIssa Ronald Gastão Andrade Reis // Information on the candidates to the Audit Committee (in accordance with items 12.6 to of Annex 24 to CVM Instruction 480/09 - Reference Form)

3 1 - BASIC INFORMATION (Audit Committee) a. Name Manuel Domingues de Jesus e Pinho b. Age 67 c. Occupation Accountant d. Taxpayer identification CPF number or passport number e. Elective office held Full Member of the Audit Committee f. Election date g. Date of investiture h. Term of office Until the Annual Meeting of 2018 i. Other positions or functions performed in the issuer No other function performed in the issuer j. Elected by the parent company? Elected by the parent company

4 PROFESSIONAL EXPERIENCE Incorporator and managing director of DOMINGUES E PINHO CONTADORES, organized in 1984, a company with more than 500 professionals serving approximately 500 Companies, through its Offices in Rio de Janeiro, São Paulo, and Macaé. Founder and Member of GBRASIL Grupo Brasil de Empresas de Contabilidade, organized in 1996, it includes 39 Accounting Companies from all Brazilian States. Member of IGAL International Grouping of Accountants and Lawyers, a global association with 95 Offices in 41 countries. Treasurer of the American Chamber of Commerce for Brazil/Rio de Janeiro to 2013 Treasurer; to 2015 Officer; to 2017 Financial Officer; to 2018 Officer. Officer of the Chamber of Commerce and Industry Brasil-Germany/Rio de Janeiro to 2010 Vice President; to 2016 Officer. Vice President of the Chamber of Commerce and Industry Brazil-Israel in Rio de Janeiro to 2015 Second Vice President. Member of the Advisory Council of the Portuguese Chamber of Commerce and Industry in Rio de Janeiro to 2006 Member of the Audit Committee; to 2008 Financial Officer; to 2010 Chairman of the Advisory Council; to 2014 Chairman of the Audit Committee; to 2016 Member of the Advisory Council. Member of the British Chamber of Commerce and Industry in Brazil/Rio de Janeiro. Member of the Deliberative Council of SESCON RJ to 2010 Member of the Deliberative Council; to 2013 Secretary; to 2016 Member of the Deliberative Council; to 2018 Member of the Deliberative Council. Member of the Regional Council of Accounting of the State of Rio de Janeiro CRC/RJ to 2018 Member. Chairman of the Audit Committee of CTEEP Companhia de Transmissão de Energia Elétrica Paulista (2006/2018).

5 Member of the Deliberative Council of Real Gabinete Português de Leitura do Rio de Janeiro (2011/2019). Held the following offices: Principal at AEBC/Escola Alemã Corcovado Deutsche Schule to 2002 Financial Officer; to 2005 Chairman of the Audit Committee; to 2010 Human Resource Officer; to 2014 Member of the Advisory Council. Member of the Audit Committee of TBG Transportadora Brasileira Gasoduto Bolívia-Brasil S.A. (2007/2012). Member of the Audit Committee da ELETROPAULO Metropolitana Eletricidade de São Paulo S.A. (2000/2001). Chairman of the Board of Directors of Cromos S.A. Tintas Gráficas. (1999/2000). OTHER INFORMATION a. Description of any of the following events that have occurred during the last 5 years: i. Any criminal conviction ii. Any conviction in an administrative proceeding of CVM and the penalties applied, even if not final and unappealable, detailing if any appeal in the related proceeding has been filed with the Council of Appeals of the National Financial System iii. Any final and unappealable conviction, in the judicial or administrative sphere, that has suspended or disqualified him for the practice of any professional or commercial activity iv. Any criminal conviction, even if not final and unappealable, detailing the phase of the proceedings b. Inform the existence of a marital relationship, stable union or kinship until the second degree with:

6 i. Any of the issuer s managers? ii. Any of the managers of a direct or indirect subsidiary of the issuer? iii. Any of the issuer s direct or indirect holding companies? c. Inform about subordination, service provision or control relations existing in the last 3 fiscal years, with: i. A direct or indirect subsidiary of the issuer? ii. Issuer s direct or indirect holding company? iii. If relevant, a supplier, customer, debtor or creditor of the issuer or issuer s subsidiaries, or any holding company or subsidiaries of such persons 2 - BASIC INFORMATION (Audit Committee) a. Name Susana Furquim Xavier Couto b. Age 54 c. Occupation Chemical Engineer d. Taxpayer identification CPF number or passport number

7 e. Elective office held Full Member of the Audit Committee f. Election date g. Date of investiture h. Term of office Until the Annual Meeting of 2018 i. Other positions or functions performed in the issuer No other function performed in the issuer j. Elected by the parent company? Elected by the parent company PROFESSIONAL EXPERIENCE 20-year professional experience in financial-economic assessment of companies and businesses for different purposes, including M&A, new business, strategic planning and compliance with accounting legislation. This experience has been built at Wulaia Consultoria (5 years), EY (1 year and 8 months), Deloitte (12 years and 6 months) and Vale S.A. (6 years). Wulaia Consultoria is a consultancy company in which Susana Furquim holds majority interest. EY and Deloitte are audit/consultancy companies. Vale S.A. is a mining company. OTHER INFORMATION a. Description of any of the following events that have occurred during the last 5 years: i. Any criminal conviction

8 ii. Any conviction in an administrative proceeding of CVM and the penalties applied, even if not final and unappealable, detailing if any appeal in the related proceeding has been filed with the Council of Appeals of the National Financial System iii. Any final and unappealable conviction, in the judicial or administrative sphere, that has suspended or disqualified her for the practice of any professional or commercial activity b. Inform the existence of a marital relationship, stable union or kinship until the second degree with: i. Any of the issuer s managers? ii. Any of the managers of a direct or indirect subsidiary of the issuer? iii. Any of the issuer s direct or indirect holding companies?

9 c. Inform about subordination, service provision or control relations existing in the last 3 fiscal years, with: i. A direct or indirect subsidiary of the issuer? ii. Issuer s direct or indirect holding company? iii. If relevant, a supplier, customer, debtor or creditor of the issuer or issuer s subsidiaries, or any holding company or subsidiaries of such persons 3 - BASIC INFORMATION (Audit Committee) a. Nome João Henrique de Souza Brum b. Age 57 c. Occupation Accountant d. Taxpayer identification CPF number or passport number e. Elective office held Alternate Member of the Audit Committee f. Election date

10 g. Date of investiture h. Term of office Until the Annual Meeting of 2018 i. Other positions or functions performed in the issuer No other function performed in the issuer j. Elected by the parent company? Elected by the parent company PROFESSIONAL EXPERIENCE

11 i. Main professional experiences over the last 5 years, highlighting: 37 years of professional experience in multinational companies in the accounting and finance area: Controllership, Accounting, Financial Planning, Tax, Costs, Accounts Payable and Receivable and Treasury. Strong performance in the coordination of Financial Statements. ii. List of all management positions he holds or has held in publicly-held companies Presently serves as Manager of SES Americon companies. Member of the American Chamber of Commerce for Brazil. Officer and Treasurer of the Brazil-Germany Chamber of Commerce and Industry. Member of Finance Commission IBEU (Instituto Brasil-Estados Unidos). Alternate Member of the Audit Committee of CTEEP (Companhia de Transmissão de Energia Elétrica Paulista). Vice President of IGAL International Grouping of Accountants and Lawyers ( ). Served as Member of the Audit Committee at Eletropaulo, Lowndes & Sons, Administradora Itahy, and Brasfels S/A. Served as Member of the Gas and Energy Committee of the American Chamber/Rio de Janeiro OTHER INFORMATION a. Description of any of the following events that have occurred during the last 5 years: i. Any criminal conviction ii. Any conviction in an administrative proceeding of CVM and the penalties applied, even if not final and unappealable, detailing if any appeal in the related proceeding has been filed with the Council of Appeals of the National Financial System iii. Any final and unappealable conviction, in the judicial or administrative sphere, that has suspended or disqualified him for the practice of any professional or

12 commercial activity b. Inform the existence of a marital relationship, stable union or kinship until the second degree with: i. Any of the issuer s managers? ii. Any of the managers of a direct or indirect subsidiary of the issuer? iii. Any of the issuer s direct or indirect holding companies? c. Inform about subordination, service provision or control relations existing in the last 3 fiscal years, with: i. A direct or indirect subsidiary of the issuer? ii. Issuer s direct or indirect holding company? iii. If relevant, a supplier, customer, debtor or creditor of the issuer or issuer s subsidiaries, or any holding company or subsidiaries of such persons

13 d. State whether he is considered a politically exposed person (as defined in the applicable regulation), detailing the reasons for such characterization. 4 - BASIC INFORMATION (Audit Committee) a. Nome Manoel Carlos Visentin Coronado b. Age 56 c. Occupation Accountant d. Individual Taxpayer Identification Number CPF e. Elective office held Alternate Member of the Audit Committee f. Election date g. Date of investiture h. Term of office Until the Annual Meeting of 2018 i. Other positions or functions performed in the issuer No other function performed in the issuer j. Elected by the parent company? Elected by the parent company

14 PROFESSIONAL EXPERIENCE

15 ISA Capital do Brasil S.A. Provision of Accounting, Tax and Investor Relations Services from 2007 to the present. ISA Capital do Brasil S.A. is an ISA Group company operating in Brazil as a non-financial holding company and holds, since 2006, a majority interest in CTEEP - Companhia de Transmissão de Energia Elétrica Paulista. CTEEP Cia. de Transmissão de Energia Elétrica Paulista Financial and Investor Relations Advisory Investor Relations Manager ( ) EPTE Empresa Paulista de Transmissão de Energia Elétrica S/A Manager of the General Accounting Department ( ) ELETROPAULO - Eletricidade de São Paulo S.A. inator of the Fiscal Department ( ) inator of the Financial Assets Department Accounting Analyst - Fiscal Department ( ) Accounting Technician ( ) Light Serviços de Eletricidade S.A. Various positions ( ) Other Activities/Experience: Internexa Participações S.A. Internexa Brasil Operadora de Telecomunicações S.A. (ISA Group companies) Member of the Audit Committee (2015 present) Instituto ADECON Associação de Profissionais Administradores, Economistas e Contadores Member of the Audit Committee ( ) Fundação Patrimônio Histórico da Energia e Saneamento Member of the Audit Committee ( ) Fundação CESP Member of the Investment and Social Security Management Committee ( )

16 OTHER INFORMATION a. Description of any of the following events that have occurred during the last 5 years: i. Any criminal conviction? ii. Any conviction in an administrative proceeding of CVM and the penalties applied, even if not final and unappealable, detailing if any appeal in the related proceeding has been filed with the Council of Appeals of the National Financial System iii. Any final and unappealable conviction, in the judicial or administrative sphere, that has suspended or disqualified him for the practice of any professional or commercial activity b. Inform the existence of a marital relationship, stable union or kinship until the second degree with: iv. Any of the issuer s managers? v. Any of the managers of a direct or indirect subsidiary of the issuer? vi. Any of the issuer s direct or indirect holding companies? c. Inform about subordination, service provision or control relations existing in the last 3 fiscal years, with: iv. A direct or indirect subsidiary of the issuer? v. Issuer s direct or indirect holding company? vi. If relevant, a supplier, customer, debtor or creditor of the issuer or issuer s subsidiaries, or any holding company or subsidiaries of such persons

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