Overview

Overview

At Natura Cosméticos, our vision for a better world is grounded in a steadfast commitment to excellence in Corporate Governance. As a community of individuals working toward a more sustainable and ethical future, we have made transparency, fairness, accountability, and corporate responsibility one of our key strategic pillars.

Our Corporate Governance system—continuously refined and aligned with national and international best practices—is the backbone of our operations. Each year, we review and update our processes to ensure full adherence to the governance guidelines set forth by our Board of Directors, reinforcing the strength and integrity of our management.

Natura’s commitment to governance has deep roots and was significantly strengthened in 2005 with the creation of the Corporate Governance Office within Natura Cosméticos. Our governance framework is fully compliant with Brazilian Corporate Law (Law No. 6,404/76) and the rigorous standards of B3’s Novo Mercado segment, which recognizes companies with the highest level of corporate governance practices.

In addition, Natura Cosméticos observes the recommendations of the Brazilian Code of Corporate Governance issued by the IBGC (Brazilian Institute of Corporate Governance), underscoring our alignment with the most relevant market references. Our increasing level of adherence to the Code is a direct result of our ongoing efforts to enhance our practices, as detailed annually in our Corporate Governance Report. We believe that strong, transparent corporate governance is not only key to our long-term business success, but also vital to building a fairer and more sustainable world—fully aligned with our purpose and the values of our entire community.

Corporate Governance Structure

Natura Cosméticos S.A. has just completed the merger of Natura &Co Holding S.A., following approval by shareholders at the Extraordinary General Meeting held on April 25, 2025. This marks one of the most symbolic steps in the Company’s ongoing corporate simplification process. While the Company remains governed by its Board of Directors and Executive Officers, both bodies are undergoing significant structural and compositional changes.

With the merger of Natura &Co Holding, the CEO of Natura Cosméticos S.A. now assumes centralized leadership of the Company as a whole. The Board of Directors retains part of the composition of the former holding company’s Board, but no longer includes the three Co-Chair positions, transitioning instead to a single Chairperson. The new Board is composed of nine (9) members, four of whom are independent, in accordance with the regulations of B3’s Novo Mercado listing segment.

Natura Cosméticos S.A.’s Board of Directors maintains six (6) advisory committees, one of which is statutory. These committees provide technical support in specific areas and are composed of individuals appointed by the Board of Directors, selected from among the Company’s management and/or individuals directly or indirectly connected to the Company.

  • Corporate Governance Structure
Alessandro Giuseppe Carlucci

Chairman of the Board of Directors

Flavia Buarque de Almeida

Independent member

Gabriela Chaves Schwery Comazzetto

Independent member

Guilherme Ruggiero Passos

Member

João Paulo Brotto Gonçalves Ferreira

Member

Luiz Francisco Guerra

Member

Maria Eduarda "Duda" Mascarenhas Kertész

Independent member

Pedro Cruz Villares

Member

Mariana Donatelli Rufino

Secretary

Statutory Board

  • João Paulo Brotto Gonçalves Ferreira Chief Executive Officer for Latin America
  • Agenor Leão de Almeida Junior Chief Operating Officer of Business
  • Ana Beatriz Macedo da Costa Legal Director
  • Silvia Lopes Vilas Boas Magalhães Chief Financial Officer and Investor Relations Officer

Corporate Governance Committee

  • Alessandro Giuseppe Carlucci Chairman
  • Maria Eduarda "Duda" Mascarenhas Kertész Independent Member
  • Fábio Colletti Barbosa External Member
  • Mariana Donatelli Rufino Secretary

Organization and People Committee

  • Alessandro Giuseppe Carlucci Chairman
  • Maria Eduarda "Duda" Mascarenhas Kertész Independent Member
  • Mariana Donatelli Rufino Secretary

Performance and Strategic Projects Committee

  • Alessandro Giuseppe Carlucci Chairman
  • Flavia Buarque de Almeida Independent Member
  • Guilherme Ruggiero Passos Member
  • Pedro Cruz Villares Member
  • Mariana Donatelli Rufino Secretary

Sustainability Committee

  • Maria Eduarda "Duda" Mascarenhas Kertész Chairman
  • Alessandro Giuseppe Carlucci Independent Member
  • Antonio Luiz da Cunha Seabra External Member
  • Pedro Luiz Barreiros Passos External Member
  • Guilherme Peirão Leal External Member
  • Roberto da Silva Waack External Consultant
  • Mariana Donatelli Rufino Secretary

Products and Brands Committee

  • Maria Eduarda "Duda" Mascarenhas Kertész Chairman
  • Alessandro Giuseppe Carlucci Independent Member
  • Gabriela Chaves Schwery Comazzetto Independent Member
  • João Paulo Brotto Gonçalves Ferreira Member
  • Antonio Luiz da Cunha Seabra External Member
  • Pedro Luiz Barreiros Passos External Member
  • Guilherme Peirão Leal External Member
  • Mariana Donatelli Rufino Secretary

Emana Pay Committee

  • Luiz Francisco Guerra Chairman
  • João Paulo Brotto Gonçalves Ferreira Member
  • Tulio Maia Gonzaga de Oliveira External Member
  • André Guilherme Brandão External Member
  • Mariana Donatelli Rufino Secretary

Audit, Risk Management and Finance Committee

  • Gilberto Mifano Chairman and Independent External Member
  • Alessandro Giuseppe Carlucci Independent Member
  • Andrea Leonel Independent External Member
  • Eduardo Rogatto Luque Independent External Member
  • Itamar Gaino Filho External Member
  • Mariana Donatelli Rufino Secretary
João Paulo Brotto Gonçalves Ferreira

Chief Executive Officer

Kristof Neirynck

CEO Avon International

Alessandro Giuseppe Carlucci Chairman of the Board of Directors

Alessandro Giuseppe Carlucci holds a Bachelor’s degree in Business Administration from FGV (São Paulo, Brazil), an Executive MBA from PDG, and has completed executive programs at Kellogg, INSEAD, and Wharton. His distinguished career at Natura Cosméticos S.A. spanned 25 years, during which he served as the Company’s Chief Executive Officer (CEO) from 2005 to 2014. Furthermore, he served as Senior Advisor to Avon International (2024–2025) and Chairman of the Board at Arezzo & Co. (2017–2024). His extensive board experience includes serving as a Board Member at Rodan & Fields (2022–2024) and Lojas Renner (2015–2017), as well as holding seats on the Advisory Boards of Itaú Unibanco (2013–2015) and Alcoa Latin America (2012–2014). He was also a Board Member at Redecard (2010–2013). In the institutional and social responsibility sectors, Mr. Carlucci chaired the World Federation of Direct Selling Associations (WFDSA) from 2011 to 2014 and served as Chairman of the Board of Business for Social Responsibility (BSR) from 2015 to 2025. He is currently an Executive-in-Residence at Columbia Business School and a Senior Fellow at NYU Stern School of Business, in addition to serving as Chairman of the Advisory Board for TowerBrook’s “Delta” Impact Fund.

Flavia Buarque de Almeida Independent member

Flavia Buarque de Almeida holds a Bachelor’s degree in Business Administration from Fundação Getúlio Vargas (FGV-EAESP) and an MBA from Harvard Business School. She furthered her education with leadership specialization from INSEAD (France) and other executive programs. She began her career at McKinsey & Company, where she served for 14 years (1989–2003), becoming the first Brazilian woman elected Partner. She built extensive experience at Península Participações over a 12-year tenure, serving as CEO from 2019 to 2024 and remaining on its Board of Directors until 2026. Previously, she was a Senior Partner at Monitor Group (2009–2013) and Managing Director of Participações Morro Vermelho (2003–2009). Her international experience includes serving as a member of the Board of Overseers at Harvard University.
In the institutional and social impact fields, she was a member of the B20 Brazil Board in 2024, serves as a volunteer Vice President of the Board of MASP (Museum of Art of São Paulo), and is a Board Member of the Fundação Bienal. Currently, Ms. Almeida has served as an Independent Member of the Board of Directors at Ultrapar Participações S.A. (a publicly traded company) since 2019, where she chairs the People Committee. In 2025, she was elected as an Independent Board Member for Grupo Iguatemi (a publicly traded company) and Rede Américas S.A. (a Joint Venture), also chairing the latter’s People Committee.

Gabriela Chaves Schwery Comazzetto Independent member

Gabriela Chaves Schwery Comazzetto holds a Bachelor’s degree in Business Administration from Fundação Armando Alvares Penteado (FAAP), an MBA in Sales and Marketing Management from ESPM, and executive education certifications from the Berlin School of Creative Leadership and Georgetown University. With over two decades of experience across the technology, media, and retail sectors, she has held senior leadership roles at global corporations, including AmBev, Microsoft, and Twitter. Her previous experience includes serving as Business Director at Facebook (Meta), where she oversaw the retail and e-commerce verticals, and as General Manager of Global Business Solutions for Latin America at TikTok, leading operations across 16 countries. Within the institutional sphere, she has served on the boards of the Interactive Advertising Bureau (IAB) and the Mobile Marketing Association (MMA). Currently, she is the Founder and CEO of Play2Shop, a live-commerce and retail media platform that integrates physical and digital operations.

Guilherme Ruggiero Passos Member

Guilherme Ruggiero Passos holds a Bachelor’s degree in Production Engineering from the Escola Politécnica da Universidade de São Paulo (Poli-USP), earned in 2001, and an MBA from the London Business School (LBS), obtained in 2005. He began his professional career at the strategic consulting firm Bain & Company and subsequently worked at Pragma Patrimônio (Wealth Management). Since 2011, he has been a Founding Partner at Anima Investimentos. Currently, he also serves as a Board Member of Instituto Semeia, a non-profit organization dedicated to the socioeconomic development of conservation units and public parks.

João Paulo Brotto Gonçalves Ferreira Member

João Paulo Brotto Gonçalves Ferreira holds a Bachelor’s degree in Electrical Engineering from the University of São Paulo (USP) and an Executive MBA from the University of Michigan. He began his professional career at Unilever, where he built a 20-year tenure, ultimately serving as Vice President of Supply Chain. In 2009, he joined Natura Cosméticos S.A. as Vice President of Operations and Logistics, later expanding his leadership to Vice President of Networks (overseeing Sales and Channel Development), International Operations, and Sustainability. From 2021 to 2023, he served as an Independent Member of the Board of Directors at Infracommerce. Since 2016, Mr. Ferreira has served as Chief Executive Officer (CEO) of Natura Cosméticos S.A., and since 2025, he has also served as a Member of the Company’s Board of Directors. Additionally, he is a Board Member of the Instituto Natura.

Luiz Francisco Guerra Member

Luiz Francisco Guerra holds a Bachelor’s degree in Production Engineering from the Polytechnic School of the University of São Paulo (POLI-USP) and a Master’s degree in Business Administration (MBA) from Fundação Getulio Vargas (FGV-SP). He is also a CFA® (Chartered Financial Analyst) charterholder. He began his professional career with strategic roles in the finance department of Grupo Abril and at VBC Energia (a holding company formed by the Votorantim, Bradesco, and Camargo Corrêa groups), where he played an active role in the privatization process of the Brazilian power sector. He has served as an equity portfolio manager and a member of the global allocation committee at Janos Family Office. His board experience includes serving as a Member of the Board of Directors for companies such as Pini Editora and Grupo Klick. Currently, he is a Founding Partner at Pragma Patrimônio, a wealth management firm, where since 2007 he has been responsible for asset management and equity strategies across local and international markets.

Maria Eduarda "Duda" Mascarenhas Kertész Independent member

Duda Kertész is a global executive with three decades of experience in the beauty, wellness, and healthcare industries. She currently serves as CEO of Advantice Health, a New Jersey-based private company with a portfolio of renowned skincare and OTC brands, including New Skin, AmLactin, Triple Paste, and Kerasal. With over 25 years of leadership experience, she specializes in transforming corporate vision into accelerated growth strategies and profitable results. Throughout her executive and advisory roles, Ms. Kertész has built and led multinational, cross-functional teams through a wide range of business challenges, including acquisitions, rapid scaling, startups, and corporate turnarounds.
Prior to joining Advantice Health in 2024, she built a distinguished 25-year career at Johnson & Johnson Consumer Health, where she served as President of U.S. Skin Health & Beauty, overseeing iconic brands such as Neutrogena®, Aveeno®, and Johnson’s®. Under her leadership, Neutrogena® was revitalized to drive growth among younger consumers, with an increased focus on skin health, digital innovation, and e-commerce expansion—which grew from 7% to 20% of total revenue. Previously, she served as President of U.S. HealthE, commanding a brand unit that included Listerine® and Band-Aid®. In Brazil, she had a landmark tenure at Johnson & Johnson Consumer, holding strategic roles as Marketing Director, Vice President of the Global Baby and Beauty Business Unit for Latin America, and ultimately President of the Brazilian subsidiary, leading the operation through five years of accelerated growth.
An active advocate for diversity and inclusion, Ms. Kertész founded the WLI (Women’s Leadership & Inclusion) Chapter for Latin America at J&J and served on strategic diversity boards in North America. She was also a founding member of the Mulheres do Brasil group, reinforcing her commitment to gender equity and inclusion in the corporate environment. Ms. Kertész holds a Bachelor’s degree in Business Administration from Fundação Getúlio Vargas (FGV) in São Paulo and a Certificate of Special Studies in Administration and Management from Harvard Extension School. She currently serves as a Board Member of the CHPA (Consumer Healthcare Products Association) and has previously served on the boards and executive committees of organizations such as the Personal Care Products Council (PCPC), the American Chamber of Commerce (AmCham) in Brazil, the non-profit Cosmetic Executive Women (CEW), and ABIHPEC. Her visionary leadership and commitment to innovation and excellence make her a benchmark in the health, beauty, and wellness sectors.

Pedro Cruz Villares Member

Pedro Cruz Villares holds a Bachelor’s degree in Production Engineering from the Escola Politécnica da USP (Poli-USP), a Master of Business Administration (MBA) from the MIT Sloan School of Management, and is certified in Corporate Governance (International Directors Programme) by INSEAD. He began his professional career in technical and administrative roles at Villares and IVIX (IBM), subsequently serving as Country Manager for GE IT Solutions. His tenure at Natura Cosméticos S.A. spanned 15 years, during which he held leadership positions in Operations and Sales across Brazil and Latin America for 11 years, followed by 4 years as Director-General of the Natura Institute. Currently, Mr. Villares serves as: (i) Director-General of Marae (Family Office), overseeing portfolio strategy and administrative management; and as a Member of the Board of Directors for the private companies (ii) Amata, (iii) Dengo, and (iv) Urbem, as well as for the investment manager (v) Bresco. Additionally, he serves on the boards of (vi) Instituto Arapyaú and (vii) Instituto Natura.

Mariana Donatelli Rufino Secretary
João Paulo Brotto Gonçalves Ferreira Chief Executive Officer

João Paulo Brotto Gonçalves Ferreira holds a degree in Electrical Engineering from the University of São Paulo (USP) and an Executive MBA from the University of Michigan, in the United States. Within Natura &Co Holding S.A., he served as Executive Director for Latin America. Since 2016, he has been the Chief Executive Officer of Natura Cosméticos S.A., where he joined in 2009 as Vice President of Operations and Logistics. Throughout his career at Natura, he has held key positions, including Vice President of Networks, responsible for the Commercial Area and Channel Development, and leadership of International Operations and the Sustainability Area. Since 2025, he also serves as a Board Member of Natura Cosméticos S.A. Prior to his work at Natura, he accumulated 20 years of experience at Unilever, where he reached the position of Vice President of Supply Chain. In addition to his role at Natura, João Paulo is a member of the Natura Institute Board and, between 2021 and 2023, was an independent member of the Board of Directors of Infracommerce, a business digitalization solutions company.

Kristof Neirynck CEO Avon International