Installation of the Statutory Audit Committee
CENTRAIS ELÉTRICAS DE SANTA CATARINA (CELESC) (B3: CLSC3, CLSC4; OTC: CEDWY), a public company, listed in Level 2 of Corporate Governance, in compliance with CVM Instruction 358/2002 and article 157 of Act 6,404/76, hereby informs the shareholders and the market in general that, at the Administration Council Meeting from August 9, 2018, the Statutory Audit Committee (CAE or SAC) was installed as an advisory body to the Council. The operation of the Statutory Audit Committee complies with that observed in article 9, item III and article 24 of Act 13,303/2016 (“State Act”) and the requirements established in CVM Instruction 308 from May 14, 1999, with the amendments issued by CVM Instruction 509 from November 16, 2011.
The members elected for the Statutory Audit Committee were Advisor Luciano Chede (Coordinator of the Committee and independent) and the other members, Glauco José Corte (independent), Rubens José Della Volpe, Sérgio Tadeu Nabas (independent and specialist in corporate accounting) and Aloisio Macário Ferreira de Souza (independent), whose summarized curricula are attached to the present Notice.
The purpose of the Statutory Audit Committee is to advise the Administration Council of Centrais Elétricas de Santa Catarina S.A. and its wholly-owned subsidiaries in fulfilling their guidance and superior management responsibilities, including, but not limited to, supervising the activities of independent auditors, assessing its independence, the quality of the services provided and the adequacy of such services to the Company’s needs, supervising the activities carried out in the areas of internal control, and internally auditing and preparing the Company’s financial statements, in order to give greater efficiency and effectiveness to the decisions made by the Administration Council regarding matters related to its area of activity.
Summarized curricula of CAE members
Aloisio Macário Ferreira de Souza: Brazilian, married, CPF 540.678.557-53. Specialist in Corporate Governance; Financial and Capital Markets; Restructuring of Companies; Private Pension. Fiscal and Administration Advisor, certified by the IBGC, with a history of acting in several companies. Post-graduation courses – 2004-2005 – MBA in Complementary Social Security – Ideas / Coppe / UFRJ; 2002-2003 – MBA in Advanced Modeling of Corporate Assessment – CEFET-RJ; 1992 – MBA in Management of Commercial and Investment Banks – Citibank (USA); Graduation 1980-1984 Accounting Sciences – UnB; Languages: English – fluent, Spanish and Portuguese – mother tongue. Professional Experience: 10/2014 – 09/2015 – USIMINAS – Minas Gerais Steel Mills S. A. Vice President of Human Resources and Organizational Development – Responsible for the areas of Administration and Information Technology at the Company; 06/1999 – 08/2011 – PREVI – Banco do Brasil Employees’ Pension Fund – Executive Manager in Corporate Governance Management and Minority Shareholdings; 09/1995 – 15/1999 – BB-DTVM S.A. From 04/2016 – ELETROBRAS – Centrais Elétricas Brasileiras S.A – Fiscal Advisor and Member of the Audit Committee; Since 04/2016 – CEMIG and its subsidiaries: CEMIG D and CEMIG GT – Administration Advisor – Alternate – Member of the HR Committee; From 03/2011 – GUARANI S.A. – Fiscal Advisor – Independent Member; 04/2012 – 04/2016 – IBGC – Brazilian Institute of Corporate Governance – Rio de Janeiro Chapter – Chapter Coordinator; 04/2010 – 04/2014 – Usiminas S.A – Administration Advisor, Member of the HR Committee and Member of the Audit Committee; 09/2011 – 04/2013 – Cultura Inglesa S.A. – Fiscal Advisor; 04/2006 – 04/2010 – AMBEV – Cia. De Bebidas das Américas – Fiscal Advisor / Member of the Audit Committee; 05/2004 – 04/2006 – Rio Grande Energia – RGE – Administration Advisor, Member of the Remuneration Committee and Representative of Controlling Shareholders at Previous Shareholder Meetings; 04/2003 – 04/2006 – CPFL Energia and its subsidiaries: CPFL Geração, CPFL Paulista and CPFL Piratininga – Member of the Corporate Governance Committee, Member of the Corporate Governance Committee, Member of the Remuneration Committee, Member of the Input Purchase and Sale Committee and Controller’s Representative in Prior Shareholder Meetings; 04/2002 – 04/2003 – Brasil Telecom Participações S.A. – Alternate Management Advisor, with constant performance replacing the holder; 05/2001 – 04/2003 – INEPAR Ind. and Construções S.A – Administration Advisor; 04/2000 – 04/2001 – CELPE – Cia. Energética de Pernambuco – Administration Advisor – alternate; 04/2000 – 04/2001 – COSERN – Cia. Energética do Rio Grande do Norte – Administration Advisor – alternate.
Glauco José Corte, married, Brazilian, CPF No. 003.467.999-53, academic degree: Bachelor of Law and Specialist in Public Law from the Federal University of Santa Catarina (1965); Public Administration in 1971 by the Institute of Administration of the Getúlio Vargas Foundation in Rio de Janeiro. Deputy Financial Director of the Cabivari Thermoelectric Corporation – Sotelca and Eletrosul (1966-1983; Financial and Market Relations Director of the National Steel Company (1983-1985); Executive Vice-President of Portobello and Director of Portobello América (1985- 2005), Vice-President of Usati ABPS ltda and Refinadora Catarinense S.A. until 2012, Chairman of the Board of Directors of Celesc S.A. (2005-2010), Professor at the UNISUL Economics Faculty (1966-1969), Director of the Faculty of Economics in UNISUL (1969), President of the Chamber of Tax and Legislative Affairs of FIESC (1993-2011), 1st Secretary of FIESC (1992-2005), 1st Vice-President of FIESC (2005-2011), Director of the National Confederation of Industry (2010-2014), President of FIESC (2011 to 2017), Vice-President of CNI (2014-2018), Member of the ABDI Deliberative Council of the Ministry of Development, Industry and Trade and Foreign Affairs, Member of the Administration Council of Portobello S.A. and Multilog S.A.
Luciano Chede, married, Brazilian, CPF No. 005.364.959-12, academic education: Bachelor of Laws from UFSC (2003); Board Member of CELESC S.A (2015 – Present); Board Member of SC Participações e Parcerias (2013-Current); Member of the Trade Board of Santa Catarina (2011-2012); Founding partner of the Law Firm Fretta Moreira and Chede Advogados – Specialized in the Business, Civil, Administrative, Tax, Labor, Electoral and Environmental Law areas; Lawyer militant since 2004, acting in the consultancy and judicial litigation of Companies.
Rubens José Della Volpe, Brazilian, married, CPF 963.306.438-49, academic education: graduation in economics; Certified by the IBGC as a Fiscal Advisor; English Crash Course at St. Giles Vancouver – Canada 28 lessons, 6 hours each in April/2013; – International CEO – 2009 – FGV – Campinas; – CPFL – Management – Dom Cabral Foundation – 100 hours – Dom Cabral Foundation; – Specialization in Advanced Administration (248 hours) 1997 – FGV – Campinas; – Economics and Finance – Dom Cabral Foundation/PUC MG – 105 hours; – Graduation in Economic Sciences – 1984 – PUC Campinas. Member of the Audit and Risk Management Committee at the Algar Group (holding company in the Telecom, Agribusiness, Services and Tourism areas), periodically attending the Committee meetings in Uberlândia, MG. Career at the CPFL Energia Group, a Holding acting in the Distribution, Commercialization and Generation of Electric Power markets, occupying managerial and board positions. He was the first executive of the Risk Management and Internal Control Division of the CPFL Holding, linked to the Presidency, implementing the Group’s Strategic Risk Management Model and modernizing Internal Control (Sox certification) activities. He approved, with the Administration Council, the Risk Management Policy and the internal Risk Committee. He was Planning and Control Director of the Group, with experience in the participation of the Holding and Subsidiaries’ Administration Councils as exhibitor of matters. He was a Member of the Administration Council of Foz do Chapecó and Enercan – Generation Plants of the Group. He was also a representative of CPFL ENERGIA at the Administration Advisor for the subsidiary RGE – ENERGIA, between 2005/2006; He was a member of the Investment Management Committee of CPFL ENERGIA, at the CESP Foundation. He was a curator appointed by the Company at the Cesp Fundação, representing the Financial Board of CPFL at the Consultative Council of the Modernization Project 1996/1997 for privatization, which was a model deployed in the post privatization. He was a Representative of the Financial Board of CPFL in the Group that defined the sale amount of the Company in the privatization. He was a member of the Managing Investment Committee of CPFL ENERGIA, CESP Foundation. He was a curator at the Cesp Foundation, from 02/1995 to 04/1999 and after the privatization, the main goal was to renegotiate the bylaws with Unions and Class Associations, aiming at the institution’s perenniality. He was Director of Planning and Internal Control of CELESC S.A. His published papers are: SHPs Viability Analysis – XI Prod. Trans National Seminar. E.E. Curitiba – 1989 (with other authors), Average Cost of Capital – XII Prod. Trans National Seminar E.E. – RJ – 1991 (with more authors), Methodology for Determining the Cost of Capital in E.E. Companies – Mar Del Plata – 10/93 (with other authors); Methodology of Economic and Social Analysis of the Electric Sector Projects – COGE (with more authors).
Sergio Tadeu Nabas, Brazilian, married, CPF No. 514,168,918-20. Academic training and improvement courses: IBMEC-Executive MBA in Administration – 2001/2002; FGV/CESP – Post-Graduation in Energy Management 1997/1998; FECAP – Post-graduate in Accounting Expert Evaluations 1996/1997; Faculdades Metropolitanas Unidas – FMU – Graduation in Economics – 1979; Management Development Program – Dom Cabral Foundation – 2006/2008; Management Development Program – FGV – 2004 and 2005; Financial Administration Course at the Electric Sector at PUC/RJ – 280 hours; Regulation of the Electric Sector by UFRJ; Marginal Costs and Electric Energy Charging by Eletrobrás; Approximately other 1,400 hours in improvement courses in the economic, financial, tariff, accounting and administration areas, in entities such as Fundação Getúlio Vargas – FGV, FIPE-USP, FEA-USP, Economists and Christiano Ottoni Foundation, among others; English – advanced level – ongoing, having taken an one-month training in the USA. Professional Experience: SN Consultoria, Auditoria e Perícia Judiciais Ltda. from 02/2011 – Service rendering involving the areas of pension plans, auditing and accounting skills, having as his main customers CPFL Group’s companies, Energias do Brasil, Cesp, CTEEP, Sabesp, Eletropaulo and AES Brasil. He has been Chairman of the Deliberative Council of Cesp Foundation since 2005, a member of the Deliberative Council of the Cesp Foundation, hired by the Sponsor AES Eletropaulo to represent it in that body. He has been exercising the Presidency of the Council for ten years, also having been a member of the Deliberative Council of Enerprev since 04/2012. Director of Risk Management, having also accumulated the Board of Infrastructure and Equity at AES Eletropaulo, from April 2008 to February 2011. He was the Audit and Process Improvement manager reporting to the President of the company in Brazil and to the Vice-President of Internal Controls in Houston for Elektro Eletricidade e Serviços S/A – Campinas – SP from Nov/2000 to April/2008. He was the Chief Financial Officer and Investor Relations Officer/Advisor to the Financial Board (March/1998 to Nov/2000 of CESP-SP. He was elected as a Member of the Regional Economic Council – CORECON SP – 2012/2017 Management. He was a Member of the Investment Management Committee of AES Eletropaulo in CESP Foundation, from 2008 to 2012, President of the Ethics Committee of Elektro from 2004 to 2007, Chairman of the Audit Committee at the Cesp Foundation from 2006 to 2008, Member of the Deliberative Council of the Cesp Foundation representing the Elektro Sponsor 2005/2008, Member of the Management Committee of Elektro Investments in the Cesp Foundation in 2003/2008, Member of the Fiscal Council of Cesp Foundation from 2003 to 2005, Member of the Fiscal Council of COMGÁS in 1998 and 1999, President of the Adecon Institute – 2007/2008 Management, Coordinator of the Monitoring Group for Economic and Financial Affairs of ABRAGE – 2000, a Member of the Board of Directors of the Economists Order in the State of São Paulo and the Economics Regional Council Advisor – SP – 1993/2001. He had a participation in the Federal Intervention team of the Paraíba electric power company, Saelpa – 1984. He also owns a certification in Control Self-Assessment – CCSA – Institute of Internal Audit – IIA, an Ongoing Internal Audit Certification by IIA (one exam left) and a Professional Certification in Social Security by the ICSS.