Board of Directors
Our Board has 13 members, of which 6 are independent, and 3 are women. The Board's mission is to protect and enhance RD Saúde's assets, contributing with guidelines that make the business sustainable and acting as a guardian of the company's essence, culture, and interests of all stakeholders.
Graduated in Business Administration from Fundação Armando Álvares Penteado (FAAP), he began his career at Mappin, and also worked at C&A and Sam's Club (Wal-Mart Group), where he held the position of non-food director. Between 2000 and 2005, he was the founding president of OfficeNet in Brazil. From 2005 to 2013, he was the president of Livraria Saraiva. Until 2024, he held the position of CEO of RD Saúde.
Graduated in Civil Engineering from the Escola Politécnica da Universidade de São Paulo (POLI-USP) and postgraduate in Business Management from Fundação Getúlio Vargas (FGV). He was in charge of Raia, his family's company, from 1977 until 2011. From 2012, after the merger with Drogasil, he became the President of the Board of Directors of RD Saúde, a position he held until April 2025.
Entrepreneur and economist who graduated from Universidade Mackenzie, he represents one of the founding families of Drogasil, accumulating decades of experience in pharmaceutical retail.
She holds a degree in Business Administration (University of São Paulo) and an MBA from INSEAD (France). She is a member of the Board of Directors of Banco Santander Brasil and also of the Nomination and Governance and Sustainability Committees. She has worked as a consultant at E&Y on systems implementation and e-commerce projects, and as Director of Marketing, Institutional Communication and Sustainability at Raia.
He served as Vice President of Strategic Planning and Investor Relations at RD Saúde until 2024, with over 25 years of experience in the sector. He is a member of the Board of ABRAFARMA and of the Boards of Directors of Enjoiei S.A. and Sigma Lithium Corporation. He worked as a consultant at McKinsey in Brazil and Italy, in addition to Arthur Anderson in Brazil. He has a degree in Business Administration from FGV and an MBA from the University of Michigan.
He holds a degree in business administration from PUC-SP, with a specialization in business administration from Harvard Business School. He is currently member of the Boards of Klabin S/A and Hospital Israelita Albert Einstein, as well as a founding partner of GL Holdings, an investment and holding company. He served as a member of the Board of Directors of Bovespa (currently B3), the Fundação Bienal de São Paulo and the Museu de Arte de São Paulo (MASP), among other companies and family businesses.
Business Administrator graduated from FMU, he represents one of the founding families of Drogasil, accumulating solid experience in pharmaceutical retail.
He holds a medical degree from the Federal University of Santa Catarina, a master's degree from the same institution, a doctorate from the Federal University of São Paulo, a post-doctorate from the University of Colorado Health Science Center (Colorado/USA) and an habilitation from the University of São Paulo. He has been the COO of the Albert Einstein Hospital Health System since August 2022. At the same institution, he served as Superintendent of the Diagnostic and Outpatient Medicine area and as Head of the Precision Medicine and Digital Transformation Programs (from 2016 to 2022). He is also a member of the Board of Directors of Pixeon Soluções de Saúde (since October 2018), Gênesis Genomics (since April 2024) and MedSenior (since June 2024). He was a member of the Board of Directors of the Brazilian Association of Diagnostic Medicine (from 2016 to 2024) and of the Health Governance Commission of the IBGC (from 2022 to 2024). He is a Board Member certified by the IBGC.
With over 30 years of experience in national and multinational companies, Flávia led Sephora in Latin America for 6 years and held executive positions at Oi and Unibanco. She joined Adidas in 2019, becoming President for Latin America in 2021. She is a member of the Board of Directors of TIM (since 2019), BRF (since 2020) and Oncoclínicas (since 2021). In 2018-2019, she was an independent member of the Board of Lojas Marisa. She holds a degree in Chemical Engineering from UFRJ, an MBA from Fundação Dom Cabral, and executive training from London Business School and INSEAD.
Vice-President of the Board of Directors. He studied economics at FAAP, Financial Executive Improvement at Fundação Getúlio Vargas (FGV), and Capital Markets at New York University (NYU). He served as a Board Member of Itaú Unibanco Holding S/A and is currently Vice-Chairman of the Board of Directors of Porto Seguro S/A. He has solid experience in finance and innovation.
Serial entrepreneur and investor, he is the co-founder and co-CEO of Mondu, a leading B2B payments fintech in Europe, and co-founder of Dafiti Group, a fashion e-commerce company in Latin America. He has over 18 years of experience in e-commerce, retail and fintechs in Latin America and Europe.
He graduated in Civil Engineering and Business Administration (Universidade Mackenzie) and attended the “Program for Management Development” at Harvard Business School. He has solid experience in national and multinational companies, including positions of CEO of Elevadores Atlas, partner of JP Morgan, and Executive President of Satipel Industrial.
Graduated in Social Communication with an Executive MBA at COPPEAD/UFRJ and specialization courses at MIT (Sloan School of Management) and Fundação Dom Cabral. She worked for more than 30 years in the retail market, focusing on Marketing, Commercial, Operations, and Human Resources.
More Information
The selection criteria for members are established in the Policy for the Appointment, Selection, and Vesting in Office of Director and take into account the relevant qualifications and experience to generate value for the business, reputation, and ethical conduct.
The Presidency
The president, Marcílio D’Amico Pousada, has years of experience in pharmaceutical retail and doesn't occupy an executive role at RD Saúde. Additionally, under our Bylaws, the Vice-Chairman of the Board, Mr. Marco Bonomi (independent director), is responsible for replacing the president in his absence or temporary impediment (including possible conflicts of interest), assuming the duties provided for in the bylaws and internal regulations of the Board of Directors.
The last renewal of the Board of Directors' mandate took place in 2025. We focus on diversity of knowledge, in this sense, we can highlight that our board members have proven expertise in topics such as: pharmaceutical retail, finance, marketing, sales, e-commerce, human resources, healthcare, technology, and innovation.
Board of Directors's Assessment Process
RD Saúde's Board of Directors conducts an annual and formal performance evaluation, following good corporate governance practices and seeking continuous improvement of the Board.
In 2022, the evaluation was conducted by an external consulting firm with specialized knowledge and experience in assessing boards of directors of large companies, using a method aligned with best corporate governance practices.
Through this process, not only the members but also key executives were consulted and assessed the functioning of the Board and its Committees in four phases: (i) pre-alignment of the process by the consulting firm with the People Committee; (ii) individual meetings - interviews conducted by the consulting firm with all members of the Board, C-Level executives, and members of advisory committees; (iii) consolidation and analysis by the consulting firm of the questionnaire results and inputs obtained during the interviews; and (iv) preliminary presentation of the results to the People Committee and subsequently to all members of the Board of Directors, with a discussion of the results and the definition of action plans to be implemented, aiming for continuous process improvement.
Overall, the results of the 2022 evaluation showed significant and consistent improvement. As a highlight, we mention the overall dynamics of the Board and its interactions, which were reflected in different dimensions. The size and composition of the Board were considered effective, especially the mix of competencies that was added with the election of new members, bringing essential expertise for the execution of RD Saúde's growth strategy. The topic identified as the most significant challenge during the last assessment cycle was the role and performance of the Board in the management of invested companies, a relatively recent theme for the administration and one that is being addressed in action plans to be executed. Three themes were highlighted for future focus - strategy, people, and digital transformation.
The Board of Directors is supported by advisory committees to address strategic issues.
Audit Committee
Advisory body with permanent operation and non-statutory nature. It is composed of 4 members: Maria Fernanda Teixeira (leader), Marcílio D´Amico Pousada (chairman of the Board of Directors), Plínio Mussetti (independent) and Pedro Zan (expert in corporate accounting). This committee is responsible, among other things, for analyzing the financial statements and supervising the areas of risk management, internal audit, compliance, internal controls, data management and cyber security.
Holds a degree in Business Management from Universidade Metodista, post-graduated in Economy and Marketing from Fundação Getúlio Vargas (FGV), attended the programs of Leadership in Global Economy (Thunderbird), Executive Leadership (INSEAD) and How to Have Efficient Boards (Harvard Business School). With strong experience as a counselor and member of Audit Committees and Fiscal Councils, she worked as executive in the areas of technology, innovation, sustainability, risk management, compliance, corporate governance and strategy. Currently, she holds the position of Leader in the Audit Committee of Raia Drogasil S.A., member of the Audit Committee of Simpar and Vamos, chairman of the Board of Directors of Pérola S.A., Director at Visor, The Dialogue - Think Tank and INSEAD, as well as chairman of AMCHAM's Diversity and Inclusion Committee.
Is an Accountant graduated from Faculdade de Ciências Econômicas Alvares Penteado, with a postgraduate degree in Systems Analysis from the same institution and an Executive MBA from INSPER. He has more than 20 years of experience in controlling, management information, M&A, opening international branches and strategic planning with effective implementation and management. He served as a member of the Finance Committee of OSESP and currently acts as member of the Audit Committee of Klabin S.A. and RD Saúde.
Has a degree in Social Communication, Executive MBA in Business Administration at COPPEAD-UFRJ and specialization courses at MIT – Massachusetts Institute of Technology – Sloan School of Management and Fundação Dom Cabral. With more than 30 years of experience in retail, she worked at Walmart Brasil (1995-2000), Grupo Pão de Açúcar (2000-2012) and Carrefour (2015-2018), where she acted as Vice-President in the areas of Marketing, Sales, Operations and Human Resources. She also served as Vice-President of Marketing and Innovation at BRF (2013-2014) and is currently a member of the Board of Directors of TOTVS, Grupo Baumgart, Vivara and Raia Drogasil (where she is also member of the People, Strategy, Audit and Sustainability Committees).
Strategy Committee
Composed of the 13 members of the Board of Directors, its mission is to develop and propose policies related to business strategy, improvement of operations, digital transformation and transformation of a company focused on its customers.
The members' CVs can be found in the "Board of Directors" section.
Sustainability Committee
Led by board member Cristiana Pipponzi and composed of board members Marcílio D´Amico Pousada and Syvia Leão, its role is to develop and propose to the Board of Directors guidelines, commitments and actions linked to the environmental, social and governance (ESG) agenda, in addition to supervising the work of RD Saúde's Sustainability Department.
The members' CVs can be found in the "Board of Directors" section.
Expansion Committee
Its role is to advise the Company's Management in developing expansion policies and strategies in current and new markets, defining the location of new pharmacies and closing active ones, and in organizing the acquisition strategy in order to achieve development and expansion objectives. It's led by board member Antonio Carlos Pipponzi and composed of board members Marcílio D´Amico Pousada.
The resumes of the other members can be found in the "Board of Directors" section.
Finance Committee
Led by board member Eugênio De Zagottis and composed of board members Marcílio D´Amico Pousada and Plínio Musseti, its mission is to advise on strategic issues for the financial health of the business.
The resumes of the other members can be found in the "Board of Directors" section.
People and Governance Committee
Led by independent board member Sylvia Leão, and composed of board members Antonio Carlos Pipponzi, Marcílio D´Amico Pousada, Marco Bonomi and Eugênio De Zagotis, this committee advises the Board on all matters related to RD Saúde's human capital, including the evaluation, appointment, succession, and compensation of executives, as well as the overall human resources strategy, with a focus on talent attraction and retention.
The resumes of the other members can be found in the "Board of Directors" section.
The group responsible for executive management and strategy execution is elected by the Board of Directors. The terms of office are two years, with reelection permitted.
Currently, the Executive Board is led by the Chief Executive Officer (CEO) and is composed of vice-presidencies dedicated to key themes of our strategy. All members of the Management undergo annual evaluation processes conducted by external consultants and by the People Committee of the Board of Directors.
He holds a degree in naval engineering from POLI-USP and an Executive MBA from INSEAD, France. He has been the CEO of RD Saúde since January 2025, having served as Executive Vice President of Pharmacy Operations, Multichannel, and Expansion from 2013 to 2024. Previously, he was Vice President of Marketing, Category Management, and Pricing at Walmart Brazil from 2010 to 2013. In the Company's ventures, he serves as a Board Member of Safepill Comércio Varejista de Medicamentos Manipulados LTDA., ZTO Tecnologia e Serviços de Informação na Internet LTDA., Healthbit Performasys Tecnologia, and Amplisoftware Tecnologia LTDA.
He holds a degree in Business Administration from Fundação Getúlio Vargas (FGV-SP) and an MBA from the University of Michigan Business School. Since January 2025, he has been the Executive Vice President of Operations and Commercial at RD Saúde. Marcello began his career in business consulting at Accenture and Arthur D. Little and later worked as a Category Manager at Borders Bookstores. He joined Raia S.A. in 2001 as a Manager and later served as Sales Director. In 2011, with the company's merger, he was appointed Vice President of Commercial and Marketing at Raia Drogasil S.A. He also serves as a board member of the following company ventures: 4Bio Medicamentos S.A., Safepill Comércio Varejista de Medicamentos Manipulados LTDA., ZTO Tecnologia e Serviços de Informação na Internet LTDA., Healthbit Performasys Tecnologia, Amplisoftware Tecnologia LTDA., and RD Ads LTDA.
Responsible for Finance, Controlling, Tributary and Fiscal, Corporate Planning, Property, Supplies, Administrative and Shared Services Center (CSC). He has over 40 years of professional experience in RD Saúde, where he has held various positions in finance. He holds a degree in Accounting awarded by Faculdades Integradas de Guarulhos, an MBA in Finance from FIA-USP and attended the Advanced Management Program (AMP) program at IESE.
Responsible for developing new business in healthcare, Bruno joined RD Saúde in 2011 and contributed to the company's expansion efforts. He previously worked at Odontoprev. Graduated in Dentistry from the University of São Paulo with specialization in Business Administration from Fundação Getúlio Vargas and attended the Executive Program at Stanford University and the Strategy for Health Care Delivery at Harvard Business School.
Graduated in Business Administration from PUC-SP, with an MBA from HEC Paris and extension programs at Harvard and FGV. A senior executive with extensive experience in business leadership. He joined RD Saúde in 2019, having played a significant role as Director of Omnichannel/E-commerce, where he led a 15-fold growth in activity over a two-year period. He accumulates 20 years of experience in Strategy, Finance, Online and Offline Operations, and Management in Retail and the Financial Market, notably as a partner at Península. He also worked at publicly traded companies Grupo Pão de Açúcar and Carrefour.
Responsible for Inventory Management, Logistics and Information Technology. He has more than 20 years of experience in the Company and was with the Arthur Andersen consulting Company for three years. He holds a degree in Electrical Engineering awarded by Escola Politécnica (USP), a postgraduate degree in Business Administration from FGV and an MBA from the University of Pittsburgh.
Graduated in Business Administration from Fundação Getúlio Vargas, she holds an Executive MBA from INSEAD. Juliana began her career at the Company in 2019 as Commercial Director and, previously, worked at McKinsey & Company as a Consultant from 2011 to 2019.
Journalist graduated from Centro Universitário FMU, with a postgraduate degree in Social Communication from ESPM, an MBA in Retail from FIA and executive training PMD from ISE. With over 25 years of experience at the Company, she held several leadership positions, including Marketing Director in 2010, Pharmacy Operations Director in 2011 and Executive Director in 2021.
Responsible for Human Resources at RD Saúde since April 2014. She has more than 30 years of professional experience in Human Resources, including 17 years in large retail organizations such as Makro (2010-2014) and Walmart/Bompreço (1997-2010). She received a degree in Psychology from UNICAP-PE and one from PMD - Program for Management Development award by IESE (University of Navarra).
Composition of the Fiscal Council
Full Members
Master's degree in Accounting and Actuarial Sciences from PUC São Paulo, postgraduate in Financial Administration from the Faculdade de Ciências Econômicas de São Paulo. Current member of the Fiscal Council of five companies in the management of eucalyptus forests field (to supply wood for sale to the cellulose and paper industry). Former Member of the Fiscal Council of ABECS (Brazilian Association of Credit Card Companies and Services) and the Fiscal Council of Seicho-No-Ie do Brasil. Partner at BRW Consultoria since January 2009.
He holds a degree in Business Administration and Economics and an MBA in Auditing. He served as Director of BB/BPB – Banco Popular do Brasil, Regional Superintendent of Retail and Regional Audit Manager at Banco do Brasil. He served as Executive Administrative Director of Economus Instituto de Seguridade Social and participated in the National Technical Governance Committee of ABRAPP. He was also an alternate Fiscal Advisor for Tupy S.A., CPFL and Cassi, as well as an advisory advisor for Previ – Plano de Benefícios I.
Graduated in Accounting (Universidade Cidade de São Paulo) and in Legal Sciences (Universidade de Guarulhos). In the last five years, he has served as: (1) Member of the Board of Directors of Galvão Engenharia S/A, a company that operates in the engineering and industrial construction services sector; (2) Alternate Fiscal Council Member of Telefônica, a company that operates in the telecommunications sector; (3) Member of the Fiscal Council of Brascod Comercio Importação e Exportação Ltda; (4) Member of the Board of Directors of Protende Sistemas e Methods de Construções Ltda; (5) Member of the Board of Directors of Plastifluor Industria Comercio de Vedações Ltda.
Advogado, formado em Direito pela Universidade Mackenzie e Pós graduado em Direito Processual. Nos últimos anos, atuou como: (1) sócio da Leão e Tohmé Advogados Associados (1994 – até o presente momento); (2) membro suplente do Conselho Fiscal da RD Saúde; e (3) membro do Conselho Fiscal de empresas do Grupo Klabin S/A.
Alternate Members
Professional with experience in finance and business administration, working as a manager, financial consultant and advisor in family businesses. Stands out in team building and leadership, promoting efficiency and innovation in financial management. Certified as a Board Member by the IBGC, meeting strict qualification criteria, including executive training and participation in advisory boards. Specialized in Financial Planning, Accounting and Taxation, Corporate Governance, Mergers and Acquisitions (M&A), as well as Treasury Management and Administration.
In the last years, he has worked as: (1) Director responsible for the financial and accounting area of GL Holdings S/A., whose main activity is the management of its assets and participation in other companies; (2) Director responsible for the financial and accounting area of GL Agropecuária Ltda., whose main activity is agricultural production on its own or other people's land, and the marketing of its products, and may participate in other companies as a quotaholder or shareholder; (3) Director responsible for the financial and accounting area of Gepel Rural S/A., whose main activity is agricultural and forestry exploration; (4) Director responsible for the financial and accounting area of Tantra Participações Ltda., whose main activity is the management of its assets and participation in other companies as a partner, shareholder or quotaholder; (5) served as a member of the Fiscal Council of companies of Grupo Klabin S/A.
Graduated in Business Administration (Universidade Mackenzie), Law (FMU), and Social Communication (ESPM), she served as a member of the Fiscal Council of Klabin S/A for 16 years, member of the board of directors of Klabin, and partner of Leão e Tohmé Advogados Associados since 2001.
RD Saúde adopts a Compensation Policy for Officers, approved through a formal and transparent procedure at a meeting of the Board of Directors. Based on standardizing compensation rules and procedures, this policy serves as a professional and impersonal guideline for decision-making. It is aligned with market practices and the management and corporate governance system.
The compensation strategy emphasizes our commitment to attracting and retaining executives, including competitive salaries, profit sharing, and long-term incentives. Compensation is established based on market research and the Company's strategic alignment.
Board of Directors: they receive fixed monthly fees following the market standard to stimulate and reward the Company's results. The fees are equal for all members, except for the chairman of the Board, given his attributions, responsibilities, and time demands.
Management: they receive fixed monthly fees in addition to direct and indirect benefits (such as medical care, dental care, and life insurance) within market standards. Management is entitled to share-based and variable compensation linked to short, medium, and long-term goals of a financial, operational, and strategic nature, including sustainability goals. The bonuses and the share plan intend to encourage the management to align themselves with the Company's more significant objectives.
Non-Statutory Management and Executive Managers: they receive a fixed monthly salary in addition to direct and indirect benefits within market standards, as well as bonuses according to the evaluation of the results achieved, whose objectives are to generate alignment and competitiveness with the market. They may receive share-based and variable compensation linked to short, medium, and long-term goals. The bonuses and the share plan intend to encourage senior management to align themselves with the Company's objectives.
It is part of our values to develop ethical, honest, and fair business, respecting our customers, partners, shareholders, and Brazilian society. We work towards this by formulating management policies and guidelines, disseminating a culture of integrity, and managing internal processes and controls to control risks and respond quickly to ethical, moral, and legal deviations.
Our main instrument focused on integrity is the People Code, RD Saúde's code of ethics and conduct that guides the behavior and attitudes of everyone who acts on behalf of the organization and in its internal and external relationships.
Regarding the awareness and engagement processes, we provide training on an internal platform for all employees, including executive leadership, covering anti-corruption, anti-fraud, relationships with public bodies, and conflict of interest, in addition to the People Code.
We also have the Supplier Code of Conduct, with specific guidelines for this audience. Within the scope of our supplier governance process, 100% of operations are evaluated in terms of corruption risk, and specific training is offered on the ethical conduct expected by RD Saúde for this stakeholder, who occupies a relevant position in our operation. Additionally, the supplier governance area carries out an evaluation process under the ESG criteria of RD Saúde's partners, including sustainability, governance, and anti-corruption aspects. All RD Saúde suppliers must accept the People Code and the Anticorruption, Antifraud, and Relationship with Government Entities and Agencies Policies.
Another important tool is the Ethics Conversation Channel, which receives calls classified as general and sensitive, according to their criticality, such as complaints of harassment, discrimination, corruption, and fraud, among others. The Channel can be accessed by all audiences, internal and external, guarantees the whistleblower's confidentiality, and follows anti-retaliation principles for all calls. Complaints are investigated internally and taken for discussion and final decision by the Ethical Affairs Commission and the Ethics Committee.
RD Saúde has an Ethical Affairs Commission (CAE), which reports to the Ethics Committee, which, in turn, reports directly to the Audit Committee of the Board of Directors. Comprised of seven directors from different areas, this commission debates and deliberates on investigating sensitive cases, indicating ways to solve and deal with them according to the nature and severity of the cases, taking the topics to the Ethics Committee for a final decision.
Due to the nature of our business, we work with a base of more than 48 million active customers. We are responsible for protecting the personal information we use in our pharmacies' routines and digital channels.
In this way, to ensure respect for the privacy of our customers and to mitigate possible risks related to information security, we have adopted some measures, such as:
- Hiring specialized consultancies for the structuring and continuous improvement of the GDPR and Cybersecurity compliance project;
- Hiring specialized consultancies for the structuring and continuous improvement of the GDPR and Cybersecurity compliance project;
- Appointment of Person in Charge for the Processing of Personal Data (DPO);
- Permanent updating and training of employees focused on internal and external policies, including Privacy Policy, Access Management, Information Classification, and Security Incident Management and Communication;
- Creation of the Privacy Portal for customers, employees, partners, and service providers;
- Privacy Committees with regular meetings and the participation of RD Saúde's senior management;
- Periodic audits of our information systems, ensuring the implementation of the controls necessary for the management of risks and threats; and
- Conducting routine tests to identify possible vulnerabilities.
In addition, we follow several requirements to conduct our information security management, such as CIS Controls, PCI/DSS, ISO/IEC 27001, and ISO/IEC 27005. We are updating our Business Continuity Management System (BCMS) and process for Crisis Management, maintaining our goal of achieving ISO/IEC 27001 certification soon.
Protecting our customers' information is one of the main focuses of our risk management process. Therefore, we will continue to adopt technical, physical, and organizational measures to mitigate security risks, ensuring the transparency and reliability of our activities.