The Fiscal Council is an independent body, which is not connected with the management or the Company’s external independent auditors. Its key responsibilities are to oversee the management’s activities, to review the Company’s financial statements, and to report to the management and the General Meeting the errors, frauds or illegal activities it becomes aware of, in addition to reporting its conclusions directly to shareholders.
The Fiscal Council is instated whenever shareholders representing at least 2% of the voting stock demand so, and it shall be maintained for the period of a specific fiscal year and dismissed at the first Annual General Meeting after its instatement. Cyrela currently has no Fiscal Council instated.
The Committee shall consist of 3 to 5 members and their respective deputies. Pursuant to Law 6,404/76 (Brazilian Corporate Law), the Committee’s members shall not be members of the Board of Directors or of the Board of Executive Officers, nor shall they be employees of a subsidiary or parent company, or yet be related up to the third degree with members of the Company’s Management.