Governance Structure

Board of Directors

The board of directors of Voiter, in accordance with its bylaws, is composed of at least four and at most nine members, who are elected by the shareholders at the annual general meeting. The directors hold two-year mandates, which last for the period between two annual general meetings of shareholders. Directors may be re-elected. The Bank does not have any agreement with any member of the Board of Directors that grants any type of benefit from the time this member ends its activities in the Board of Directors.

Meetings of the board of directors are convened by the Chairman of the board and should be called at least four times a year in the ordinary course of business and, extraordinarily, whenever necessary. The Bank's board of directors is responsible for deciding guidelines and general policies for the business, defining, supervising and monitoring the activities of the officers, selecting independent auditors and implementing and supervising internal auditing, in complying with its duty to care for the accuracy of the financial information disclosed.

Executive Board

Voiter's executive board is composed of at least three and at most thirteen members elected and dismissible at any time by the board of directors all serving a term of two years, considered year the period between the first meetings of the Board of Directors held after the annual general meetings of shareholders for each fiscal year, with re-election permitted.

The Bank's officers are responsible for the daily management and implementation of the guidelines and general policies established by the board of directors. The responsibilities of the management include the supervision of compliance of the applicable legislation and of the decisions of meetings of shareholders and Executive Board.