Our relationship with the investors and the market is based on transparency. We meet all the legal and regulatory requirements applying to the publicly held companies with securities traded in Brazil and abroad.
The structure of Ambev’s Governance is integrated by the Board of Directors, the Executive Board of Officers and the Fiscal Council. The Board of Directors counts on the support from the Operations and Finance Committee, Governance Committee and People Committee.
Our Reference Form, filed with the CVM under Brazilian Corporate Law, contains complementary information regarding Management, such as qualification and remuneration.
Board of Directors
The Board of Directors oversees Ambev’s executive officers. The Board of Directors is currently comprised of eleven effective members and two alternate members, and provides the overall strategic direction of Ambev. Directors are elected at general shareholders’ meetings for a three-year term, re-election being permitted. Day-to-day management is delegated to the executive officers of Ambev. The Board of Directors appoints executive officers for a three-year term, re-election being permitted, ensuring that the company’s values, ethics and culture are practiced and spread among the employees.
They use their extensive knowledge of the business to ensure that Ambev reaches its long-term goals and maintains its short-term competitiveness. Moreover, the Board of Directors ensures that Ambev pursues its short-term business goals without compromising our long-term growth, while at the same time ensuring that Ambev’s corporate values are practiced.
Aiming at ensuring a greater independence and autonomy among the main Governance bodies, no director exercises an executive office in the Company, despite all of them being shareholders. The Company’s Chairmen of the Board of Directors and the Chief Executive Officer are separate positions held by different people.
The Board of Directors evaluates constantly their performance and internal procedures. The Board of Directors and Executive Officers are evaluated annually based on objective results targets associated to the Company’s performance, and this evaluation is used to verify their right to variable compensation.
Find below the members of our Board of Directors:
Name |
Office |
End of Term |
Michel Dimitrios Doukeris |
Chairman and Director |
2026 |
He is the chairman of the Board of Directors and CEO of Anheuser-Busch InBev SA/NV (ABI) since July 1, 2021. In the past five years: (i) in 2018, he became the leader of ABI and all North American businesses; and (ii) in 2016, he moved to the United States to take over as ABI Global Sales Director. Mr. Michel Dimitrios Doukeris joined the Company in 1996 and held several positions related to commercial operations in Latin America before moving to Asia where he led ABI operations in China and Pacific-Asia for seven years. He holds a degree in Chemical Engineering from Universidade Federal Santa Catarina and a master’s degree in Marketing from Fundação Getulio Vargas. He has also completed post-graduate programs in Marketing and Marketing Strategy from the Kellogg School of Management and Wharton Business School in the United States.
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Victorio Carlos De Marchi |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors and is also the chairman of the Company’s Operations and Finance Committee, Governance Committee and People Committee. In the past five years: (i) he is the current President of the Board of Directors and President of Fundação Antônio e Helena Zerrenner – FAHZ; (ii) he is a member of the board of a private institute researching Brazilian industry and development, (Instituto de Estudos para o Desenvolvimento Industrial) – IEDI; (iii) he is an alternate member of the Board of Directors of Itaúsa – Investimentos Itáu S.A.; and (iv) he is a member of the Board of the Brazilian Competition Ethics Institute (Instituto Brasileiro de Ética Concorrencial) – ETCO. Mr. Victorio Carlos De Marchi has joined Companhia Antarctica Paulista in 1961 held several positions including President-Director of the Company from 1998 until April 2000. Mr. De Marchi holds a degree in Economics from Faculdade de Economia, Finanças e Administração de São Paulo and a bachelor´s in Law at Faculdade de Direito de São Bernardo do Campo.
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Lia Machado de Matos |
Member of the Board of Directors |
2026 |
She is a full member of the Company’s Board of Directors. In the past five years: (i) since 2016, she is the Chief Strategy Officer of Stone Co., (ii) between 2012 and 2016, she was the Director of the Family Office at Varbra; (iii) between 2006 and 2012, she served in several positions at McKinsey, including Associate Partner. Mrs. Lia Machado de Matos holds a degree in Physics from the Universidade Federal do Rio de Janeiro and a PhD in Physics and Electrical Engineering from the Massachusetts Institute of Technology (USA) and is a specialist in information security.
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Fernando Tennenbaum |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors and is also a member of the Company’s Operations and Finance Committee. In the past five years: (i) since April 2020, he holds the position of CFO of ABI; (ii) he was the Vice President of Finance of South America Zone for ABI; and (iii) he was the CFO and Investor Relations Director of Ambev. He joined the Company in 2004 and held several positions related to Treasury, Investor Relations and M&A. Mr. Fernando Mommensohn Tennenbaum is a dual citizen of Brazil and Germany and holds a degree in Industrial Engineering from Escola Politécnica da Universidade de São Paulo and a corporate MBA from Ambev.
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Fabio Colletti Barbosa |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors and also a member of the Company’s Governance Committee. He is the current CEO of Natura&Co Holding S.A. and a member of the Board of Directors of Itaú-Unibanco, as well as of the non-profit organizations United Nations Foundation and Endeavor Institute. In the last 5 years, he was a member of the Board of Directors of Cia. Brasileira de Metalurgia e Mineração, Center of Public Leadership in Brazil, the CEO of Banco ABN Amro Real, Banco Santander S.A. (Brazil), Abril Media and Febraban. Mr. Fabio Colletti Barbosa holds a degree in Business Administration from Fundação Getulio Vargas and an MBA from the Institute for Management Development (Switzerland).
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Milton Seligman |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors. In the past five years: (i) he is the current managing partner of Milton Seligman e Associados Consultoria e Participações Ltda. and a member of BRMalls Participações S.A. Board of Directors; (ii) from 2022 until 2023, he was the President of the Board of Directors of Instituto Sonho Grande, consulting member of Fundação Lemann, member of the Board of Directors of FAHZ, partner of INSPER Center of Management and Public Politics and global fellow of Instituto Brasil at Woodrow Wilson International Center for Scholars in Washington D.C. Mr. Milton Seligman holds a degree in Electric Engineer from Universidade Federal de Santa Maria.
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Nelson José Jamel |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors and is also a member of the Company’s People Committee. In the past five years: (i) he is the current Global Director of People of ABI; (ii) between 2016 and 2019, he acted as Vice President for the North America Zone for ABI; initially as Vice President of Finance and, from 2017, as Vice President of Finance and Solutions; (iii) between 2009 and 2015, he acted as Finance and Investor Relations Director at Ambev, having joined the Company in 1997 and held several positions since. Mr. Nelson José Jamel holds a bachelor and master’s degree in Production Engineering at Universidade Federal do Rio de Janeiro.
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Carlos Eduardo Klutzenschell Lisboa |
Member of the Board of Directors |
2026 |
He is a full member of the Company’s Board of Directors and is currently the President of Middle Americas Zone at Anheuser-Busch InBev SA/NV. In the past years, he was: (i) from 2016 until 2018, the President of South Latin America Zone at Ambev; (ii) from 2014 until 2016, the Global Vice President of ABI Global Brands; (iii) from 2013 until 2014, the President of Labatt, a subsidiary of Ambev; (iv) from 2011 until 2012, the President of BU Austral at South Latin America Zone; and (v) from 2005 until 2011, Ambev’s Marketing Vice President, having joined the Company in 1993 and held several positions since.
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Claudia Quintella Woods |
Member of the Board of Directors (Independent) |
2026 |
She is a full and an independent member of the Company’s Board of Directors and is also an independent member of the Company’s People Committee. In the past five years: (i) since June 2021, she holds the position of CEO for Latin America at We Work; (ii) from 2019 to May 2021, she held the position of General Manager at Uber for Brazil; (iii) between 2018 and 2019, she was the CEO of Webmotors (a leading marketplace in the national vehicle market); and (iv) between 2014 and 2018, she was the Director and Superintendent of Banco Original. She holds a bachelor’s degree from Bowdoin College (USA), an MBA from COPPEAD/Universidade Federal do Rio de Janeiro and a degree from Harvard Business School (USA). The autonomy criteria for defining Mrs. Claudia Quintella Woods as an independent member of the Board of Directors follows the provisions of the Company’s Bylaws and CVM Res. 80/22.
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Marcos de Barros Lisboa |
Member of the Board of Directors (Lead Independent Member) |
2026 |
He is a full and an independent member of the Company’s Board of Directors and is also a member of the Company’s Governance Committee and Operations and Finance Committee. In the past five years: (i) he has been an Executive Officer of Unibanco S.A., and as Vice-President for Insurance, Controls and Operational Support of Itaú Unibanco S.A. both companies whose business is predominantly in the financial sector; (ii) he currently is a member of the Board of Directors of Cerradinho Bioenergia S.A., CERC – Central de Recebíveis S.A. and Meliuz; (iii) from 2005 until 2006, he was the President of Instituto Brasil Resseguros S.A.; and (iv) from 2003 until 2005, was the Economic Policy Secretary at the Ministry of Finance. Mr. Lisboa holds a master’s degree in Economics from the Universidade Federal do Rio de Janeiro and a Ph.D. in Economics from the University of Pennsylvania and since the late 1980s, he has been a member of the faculty of several educational institutions in Brazil and internationally. The autonomy criteria for defining Mr. Marcos de Barros Lisboa as an independent member of the Board of Directors follows the provisions of the Company’s Bylaws and CVM Res. 80/22. He was nominated by the Company’s Board of Directors as leader among the independent directors.
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Luciana Pires Dias |
Member of the Board of Directors (Independent) |
2026 |
She is a full and an independent member of the Company’s Board of Directors. She is a Professor at Escola de Direito Fundação GetúlioVaragas (since 2008) and partner at L|Dias Advogados where she acts as a reviewer and arbitrator on matters related to the regulation of capital markets since 2016. In the past five years: (i) since August 2020, she is a member of the Audit Committee of Itaú Unibanco Holding S.A.; (ii) she was director of the Comissão de Valores Mobiliários – CVM from 2019 until 2015 and Superintendent of Market Development of CVM from 2007 until 2010; (iii) from 2011 until 2015, she was a CVM representative at the Corporate Governance Committee of the Organization for the OECD and at the Latin American Corporate Governance Roundtable organized by OECD from 2009 until 2015. Mrs. Luciana Pires Dias has a doctor and master’s degree in Commercial Law from Faculdade de Direito da Universidade de São Paulo – USP. She is a master of the Science of Law at Stanford University (J.S.M, 2005) and has a bachelor’s in law at USP. She is admitted to practice law by OAB of Brazil (2000) and New York Bar Association (2005). The autonomy criteria for defining Mrs. Luciana Pires Dias as an independent member of the Board of Directors follows the provisions of the Company’s Bylaws and CVM Res. 80/22.
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Ricardo Tadeu Almeida Cabral de Soares |
Member of the Board of Directors (Alternate) |
2026 |
He is currently an alternate member of the Company’s Board of Directors and holds the position of Chief Growth Officer at ABI, since April 2022. In the past years, he served as (i) Chief B2B Officer assisting in the dissemination of BEES for the period from 2020 to 2022, (ii) Chief Sales Officer from 2019 to 2020, and (iii) was the President of the Africa Zone for the period from 2016 to 2018. Prior to that, he served as President of Mexico Zone, from 2013 to 2018, and President of BU Brazil, from 2008 to 2012.
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David Henrique Galatro de Almeida |
Member of the Board of Directors (Alternate) |
2026 |
He is currently an alternate member of the Company’s Board of Directors and holds the position of Chief Strategy and Technology Officer at Anheuser-Busch InBev SA/NV since April 2022. In the past years, he served as (i) Chief Strategy and Transformation Officer, (ii) Chief Integration Officer and Chief Sales Officer ad interim, and (iii) Vice President of Sales and Vice President of Finance for the North America Zone.
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(1) Annual General Meeting to be held in 2026.
(2) Lead Independent Member: exercises the role of a representative of the independent members of the Board of Directors, being an important point of contact between the Board of Directors and the external investors.
Fiscal Council
The responsibilities of the ‘Conselho Fiscal’ include supervision of Management, performing analyses and rendering opinions regarding Ambev’s financial statements and performing other duties in accordance with Brazilian Corporate Law and our By-Laws. None of the members of the ‘Conselho Fiscal’ is also a member of the Board of Directors or of any Committee thereof. The members are elected in the General Shareholders’ Meeting and their term of office will be of one year, reelection being permitted. One ‘Conselho Fiscal’ effective member and one alternate are elected by minority shareholders under the terms of the law.
In addition, we have relied on the exemption provided for under Rule 10A-3(c)(3) of the Sarbanes-Oxley Act of 2002, which enables us to have the ‘Conselho Fiscal’ perform the duties of an audit committee for the purposes of such Act, to the extent permitted by Brazilian law. We do not believe that reliance on this exemption would materially adversely affect the ability of our ‘Conselho Fiscal’ to act independently and to satisfy the other requirements of such Act.
Name |
Office |
End of Term |
José Ronaldo Vilela Rezende |
Effective Member |
2025 |
Mr. Rezende holds the position of effective member of the Company’s Fiscal Council. Over the past five years, he held the following positions during the indicated periods at the following companies/institutions: (i) member of the audit committee of Cerradinho Bioenergia S.A.; and (ii) member of the audit committee of Diagnósticos da America S.A. – DASA. In addition, he acted as risk management partner of the consulting practice at PricewaterhouseCoopers Brazil from 2005 to 2011, which main activities are auditing services; leader of the Agribusiness Industry at PricewaterhouseCoopers in Brazil (2006 to 2014) and the Americas (2009 to 2014); and PricewaterhouseCoopers the partner in charge of delivering Risk Assurance Services (RAS) at PricewaterhouseCoopers (relating to auditing processes and systems) since 1998. Mr. Rezende is a certified fiscal council member by the Brazilian Institute of Governance (IBGC). Currently, he holds the position of Chairman of the Company’s Fiscal Council.
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Elidie Palma Bifano |
Effective Member |
2025 |
Mrs. Bifano holds the position of effective member of the Company’s Fiscal Council. Over the past five years, she held the following positions with the following companies: (i) partner at Mariz de Oliveira and Siqueira Campos Law Firm; (ii) Professor of the Professional Master’s Course at the São Paulo Law School of Fundação Getúlio Vargas – FGV, in the course Business Structuring; (iii) Professor of the post-graduation courses strictu sensu of IBDT, IBET, CEU, COGEAE/ PUC; and (iv) effective member of the Company’s Fiscal Council. In addition, she was member of Banco Santander (Brasil) S.A.’s Audit Committee from 2012 to 2018 and audit partner of the tax consultancy area at PricewaterhouseCoopers from 1974 to 2012.
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Fabio de Oliveira Moser |
Effective Member |
2025 |
Mr. Moser holds the position of effective member of the Company’s Fiscal Council. Over the past years, he has held positions in the following companies/institutions: (i) partner at Moser Consultoria; (ii) director and senior adviser at RK Partners from 2015 to 2018; (iii) CEO of Fator Administração de Recurso (FAR) from 2013 to 2015; (iv) head of investment banking at Banco Fator from 2011 to 2013; (v) member of the Board of Directors of Oi S.A., Telemar Participações, Centrais Elétricas de Santa Catarina (CELESC), iG – Internet Group e Brasil Telecom Participações; and (vi) coordinator of the Institutional Investors Commission (IBGC) from 2010 to 2012 and Technical Commission of Investments of ABRAPP from 2008 to 2010. Mr. Moser was elected by the minority shareholders.
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Emanuel Sotelino Schifferle |
Alternate Member |
2025 |
Mr. Schifferle holds the position of alternate member of the Company’s Fiscal Council. Over the past five years, he acted as managing partner of ASPA Assessoria e Participações S/C Ltda., a company whose main activity is advising companies on restructuring, acquisition, negotiating contracts and transitional management, having managed companies under judicial recovery, reorganizing and restructuring companies, and renegotiating contracts among other activities. In addition, Mr. Schifferle acted as member of the Fiscal Council of América Latina Logística (ALL), between 2004 and 2009, a listed company whose main activity is providing rail and road transportation services; alternate member, from 2005 to 2014, of the Fiscal Council of Companhia de Bebidas das Américas – Ambev, succeeded by the Company as of January 2, 2014, as described in item 1.1 of its Reference Form; member of the Board of Directors, between 2007 and 2011, of São Carlos Empreendimentos e Participações S.A., a listed company whose main activity is managing property development projects for itself and third parties; member of the Fiscal Council of Estácio Participações S.A., a publicly held company whose main activities are the development and management of activity and institution in the education area; and member of the Fiscal Council, between 2011 and 2015, of Allis Participações S.A., a publicly listed company whose main business is providing marketing and sales services for various segments.
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Eduardo Rogatto Luque |
Alternate Member |
2025 |
Mr. Luque holds the position of alternate member of the Company’s Fiscal Council. In the past 5 years, he has held the following positions in the following companies/institutions: (i) managing partner and member of the Executive Committee of the Irko Group since 2017; (ii) member of the Audit Committee of Focus Energia S.A.; (iii) president of the Fiscal Council of Qualicorp S.A., Natura&Co and Fundação Antonio e Helena Zerrenner (FAHZ); (iv) member of the Fiscal Council of Itaú S.A.; (v) member of the Board of Directors and president of the Audit Committee of Cantu Store; (vi) member of the Audit Committee of Porto Seguro S.A.; (vii) Vice-President of ABRAPSA – Brazilian Association of Administrative Service Providers; (viii) member of the Institute of Independent Auditors of Brazil (IBRACON), American Institute of Certified Public Accountants (AICPA), Institute of Independent Auditors of Brazil (IBRACON), Brazilian Accounting Institutes (CRC and CFC); (ix) partner at PricewaterhouseCoopers from 2004 to 2016, a company he worked for 27 years with major experience serving important companies including in process of Initial Public Offerings (IPO) at CVM and SEC.
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João Vagnes de Moura Silva |
Alternate Member |
2025 |
Mr. Silva Holds the position of Finance Executive Director at Banco do Brasil S.A. In the past 5 years, he has held positions as Controllership Director at Banco do Brasil S.A., in addition to Executive Director at BB DTVM and President at BB Tecnologia e Serviços S.A. Mr. Silva was appointed by the minority shareholders.
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(1) Annual General Meeting to be held in 2025.
Operations and Finance Committee
The Operations and Finance Committee is one of the main links between the policies and decisions made by the Board of Directors and Ambev’s management team. The Operations and Finance Committee’s responsibilities are:
– Monitoring the Company´s long-term plan;
– Monitoring the evolution of the Company´s actuarial liabilities and investments in pension plans;
– Issuing its opinion on any technical feasibility study prepared by the board in relation to the expectation of generating future taxable income discounted to present value that will enable the realization of deferred tax assets;
– Monitoring investor relations strategy and the evolution of the Company´s ratings placed by risk rating agencies;
– Issuing its opinion on the Company´s annual investment planning (capex);
– Issuing its opinion on the board´s proposals in relation to opportunities for corporate restructuring, mergers, acquisitions, spin-offs, consolidations or disposals of equity interests involving the Company;
– Monitoring the Company´s capital structure and cash flow;
– Verifying compliance with the Company´s financial Policy on Risk Management; and
– Other matters the Board of Directors may consider relevant and in the interest of the Company.
Current members of the Committee are:
– Victório Carlos De Marchi (Chairman)
– Fernando Mommensohn Tennenbaum
– Marcos de Barros Lisboa (independent director)
Throughout the year, the Operations and Finance Committee holds at least four meetings. The members of the Committee are elected by the Board of Directors.
Governance Committee
The responsibilities of the Governance Committee are to assist the Board of Directors in the following matters:
– Situations of conflict of interests in general between the Company and related parties;
– Compliance, by the Company, with legal, regulatory and statutory provisions concerning related party transactions and antitrust matters;
– Following the initiatives of the Company, as well as evaluate and issue opinions on matters related to cyber security and data privacy;
– Issuing its opinion on strategies of the Company related to environmental, climate, social and governance matters (ESG); and
– Other matters the Board of Directors may consider relevant and in the interest of the Company.
Current members of the Governance Committee are:
– Victório Carlos De Marchi (Chairman)
– Fabio Colletti Barbosa
– Marcos de Barros Lisboa (independent director)
– Carlos Emmanuel Joppert Ragazzo (external and independent member)
– Everardo de Almeida Maciel (external member)
Throughout the year, the Governance Committee holds at least four meetings. The members of the Committee are elected by the Board of Directors.
People Committee
The People Committee is responsible for assisting the Board of Directors with the following matters:
– Issuing its opinion on decisions taken by the Board of Directors on compensation policy for Company directors and high-performance employees, including their individual compensation packages in order to ensure alignment of interests between shareholders and beneficiaries of compensation packages;
– Defining the targets and compensation of managers of the Company, within the limit approved by the annual shareholders’ meeting;
– Monitoring the evaluation of board members, key executives and talents;
– Assisting the Board of Directors with the succession planning of the managers of the Company;
– Approving policies and/or minimal rules to be observed in the nomination process of managers of the Company;
– Selecting and proposing for Board of Directors’ approval candidates to the positions of: (i) members of Executive Board of Officers; and (ii) members of the Board of Directors of the Company, taking into consideration the requirements for independent members election as set forth in applicable law and regulations;
– Assisting the Board of Directors with the monitoring and discussions related to diversity, inclusion and human capital management;
– Approving the transfer of employees of the high-leadership;
– Coordinate the management of incentive plans and compensation of the Company and approving their relevant programs, grants, exceptions and other obligations involving employees in general of the Company, as permitted by applicable rules; and
– Other matters the Board of Directors may consider relevant and in the interest of the Company.
Current members of the People Committee are:
– Victório Carlos De Marchi (Chairman)
– Nelson José Jamel
– Claudia Quintella Woods (independent director)
Throughout the year, the People Committee holds at least four meetings. The members of the Committee are elected by the Board of Directors.