Lojas Renner S.a.BMFBOVESPA: LREN3

Report on the Brazilian Code of Corporate Governance 2025

· Issued by Lojas Renner S.A.
Report on the Brazilian Code of Corporate Governance

Classificação: Interno

2025


2



2

Our Practices

Introduction

S

Practices Yes No Parcial N/A

hareholders 12 8 1 0 3

oard of Directors 12 12 0 0 0

Executive Board 8

8

0

0

0

Control and 10

9

0

0

1

Ethics and Conflict 12

of Interests

11

0

0

1

54

48

1

0

5

The Brazilian Corporate Governance Code is a document that, in line with the corporate governance codes which are reference in the world, adopts the "practice or explain" model in relation to 54 good governance practices. The Report is required of all companies registered in category A, by CVM Resolution 80/22.

Companies, through the Report, indicate whether they follow the good practices or explain the reasons for the non-adoption.

B

Among the most adherent to the Brazilian Code of Corporate Governance

Adherence Level

Supervisory Board

In 2018, we were the first company to deliver the Report on the Brazilian Corporate Governance Code to the Brazilian Securities and Exchange Commission (CVM) and the most adherent company to the document.

TOTAL

Since 2019, we have 98.1% adherence to the practices recommended by the Report, while the average adherence of companies in 2024 was of 67%*.

*Source: "Practice or Explain: Quantitative Analysis of Brazilian Public Company Reports (2024)" - IBGC.

Classificação: Interno



Shareholders 04

Index

Board of Directors 09

Executive Board 17

Control and Supervisory Board 21

Ethics and Conflict of Interests 27

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Classificação: Interno





Informe de Governança Corporativa

Shareholders

Classificação: Interno



5

Shareholders

Principle

Recommended Practice

Adopted / Explained

1.1. Shareholding Structure

1.1.1.

common shares only.

The

company's capital stock shall be comprised of

Yes.

Explanation dismissed.

1.2. Shareholders Agreements

1.2.1. Shareholders agreements should not be bound to the exercising of voting rights by any member of management or of the supervisory or control bodies.

Not applicable.

  1. General Meeting

  2. Defense

    Measures

    1. The executive board shall use the general meeting of shareholders to communicate and conduct the company's businesses, for which the management shall publish a manual for facilitating and stimulating participation in general meetings.

      Yes.

      Explanation dismissed.

    2. The minutes must make it possible to fully understand the discussions that took place at the meeting, even if they are drawn up in the form of a summary of the facts that took place, and must identify the votes cast by the shareholders.

    Classificação: Interno

    1. The board should critically analyze the advantages and disadvantages of the defensive measure and its features, and in particular the triggering triggers and pricing parameters, if applicable, and explain them.

Yes.

Explanation dismissed.

Yes.

Apply. The Board of Directors' critical analysis of defensive measures in the Company's Bylaws can be found on the Company's Investor Relations page.

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