After the Management Proposal is published, the shareholders make nominations for the Board of Directors, which are subsequently submitted to the Chief of Staff of the Government of the State of Rio Grande do Sul for approval. If the nominations are approved, their names and information will be forwarded to the Treasury Department for the opening of an administrative proceeding via the PROA system. Upon the receipt of the Administrative Proceeding, the Eligibility and Compensation Committee analyzes the nominee, taking into consideration the eligibility requirements outlined in the Nomination and Succession Policy, which determine that the background and experience of the nominees for the Board of the Directors should be assessed, as well as their time availability to perform the duties, diversity, knowledge, experience, behavior, cultural aspects, age group, and gender. The Committee\u2019s opinion is forwarded to the State Attorney General\u2019s Office for a final decision about the fulfillment of the requirements and the absence of impediments. Once the nomination has been approved by the State Attorney General’s Office, the proceeding returns to the Company, so that the election can be held.<\/p>\n\n\n\n
Every two years, before the Annual and Extraordinary Shareholders\u2019 Meeting, shareholders submit their candidates for the highest governance body. The controlling shareholder makes its nominations considering the criteria set forth in the current legislation (Federal Law 13,303\/16; Federal Law 6,404\/46 and State Decree RS 54,110\/18).<\/p>\n\n\n\n
In 2022, the Nomination and Succession Policy was updated and stated that the election of Banrisul\u2019s Board of Directors members, should include seats for Diversity groups as of 2023, as follows: I – the shareholder, or group of shareholders, with a right to nominate 25-40% of seats on Banrisul\u2019s Board of Directors, shall be responsible for allocating at least one of the openings for members of the Diversity group; II – the shareholder, or group of shareholders, with a right to nominate for Banrisul\u2019s Board of Directors any percentage higher than that established in item I must allocate two or more openings for members of the Diversity group; III – Grupo Banrisul must adjust the composition of the Boards of Directors, which shall respect the minimum percentage of 30% for openings aimed at the Diversity group, by 2030.<\/p>\n\n\n\n