INTERNAL RULES OF PROCEDURE FOR THE SUSTAINABILITY COMMITTEE OF

NEOENERGIA S.A.

CHAPTER I

NATURE, OBJECTIVE AND APPROVAL OF THE RULES OF PROCEDURE

Article1 - The Sustainability Committee ("Committee") of Neoenergia S.A. ("Company") is a statutory permanent and internal advisory body linked to the Board of Directors, with powers to inform, analyze and present proposals to the Board of Directors within the scope of its functions provided for in this document. The Rules of the Sustainability Committee ("Regiment") aims to establish the way of functioning, the objectives and the principles of operation of the Committee, observing the provisions of the Bylaws, in the shareholders' agreement filed at the Company's headquarters ("Shareholders agreement"), the Company's Governance and Sustainability System and current legislation, in particular Law No. 6.404, of December 15, 1976 ("Corporate Law").

Article 2- These Regulations and their amendments must be proposed by the Chairman of the Committee or by the majority of its members and, in both cases, approved by the Company's Board of Directors, and the proposed amendment must accompany justification about the causes and scope of the intended change.

CHAPTER II

COMMITTEE FUNCTIONS

Article 3- The Committee will have the following functions:

  1. In terms of purpose and values:
    1. Assist the Board of Directors in approving and changing the Group's purpose and values.
  2. In the area of Sustainable Development and Corporate Social Responsibility, a scope that includes issues related to the Neoenergia Group's contribution to sustainable development, the decarbonisation of the economy, respect for the environment, social action, quality and innovation:
    1. Review Sustainable Development and Social Responsibility policies;
    2. Supervise and evaluate the relationship processes with the Interest Groups;
    3. Determine the guidelines, criteria and general principles that should guide the preparation of non-financial information. After receiving the report issued by the Audit Committee on the

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process of preparation and presentation of non-financial information, as well as the clarity and integrity of its content, verify that the content of the Non-Financial Information is in line with the Company's Sustainable Development strategy, and inform the Board of Directors, before approval of the non-financial information,

    1. Supervise the Company's performance in terms of sustainable development, in particular, ensuring that practices in the social and environmental spheres are in line with the strategy and policies approved by the Board of Directors and the Sustainability Committee; Monitor the contribution of the Neoenergia Group to the fulfillment of the United Nations' Sustainable Development Goals ("SDGs");
    2. Monitor the incorporation to the national and international sustainability indexes;
    3. Advise on the application of the Corporate Social Responsibility theme;
    4. Supervise and monitor the Neoenergia Group's social action strategy and the sponsorship and donations plan, as determined by the Board of Directors;
    5. Inform Social Responsibility and general actions of the Neoenergia Institute;
    6. Assess the situation of the Neoenergia Group in terms of Sustainable Development and Social Responsibility;
    7. Advise the Board of Directors on public initiatives in Social Development;
    8. Evaluate voluntary initiatives and documents that are produced in the market;
    9. Monitor and communicate to the Board of Directors the latest trends in communication, marketing and responsible innovation;
    10. Monitor the best business practices and the positioning of the Neoenergia Group in ESG environment; and
    11. Issue the reports and develop the actions requested by the Board of Directors or by its Chairman.
  1. In terms of Corporate Governance and Compliance:
    1. In coordination with the Audit Committee, evaluate, monitor and review the Governance and Sustainability System, its internal policies and procedures of the Company, to check its effectiveness in preventing inappropriate conduct. If necessary, recommend to the Board of Directors the correction or improvement of the Company's internal policies, in order to make them more effective in promoting high ethical standards. In particular, inform the Board of

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Directors of the proposals for approval and modification of the Company's Compliance Superintendence Regulation;

    1. Inform the Board of Directors about the Annual Corporate Governance Report;
    2. Inform the proposals for the appointment of the person responsible for the Compliance area, after a favorable recommendation from the Compensation and Succession Committee, for submission to the Board of Directors' resolution, as well as formulating and evaluating its annual objectives.
    3. Receive information from the Compliance Superintendent, in relation to any relevant matter, regarding regulatory compliance and the prevention and correction of illegal or fraudulent conduct;
    4. Review and ratify the annual budget of the Compliance Superintendence, for the appreciation of the Company's Board of Directors, and ensure that the Compliance Superintendence has the necessary human and material resources to carry out its functions, ensuring its independence and effectiveness;
    5. Approve the Compliance Area's Annual Activity Plan; and
    6. Verify that publications in the corporate governance website on Sustainable Development, Social Responsibility, Compliance, Governance and Sustainability System and other areas of competence are sufficient and adequate.
  1. In terms of Corporate Reputation, a scope that includes issues related to image, brand, external communication, institutional relations and other aspects related to the generation of trust and perception of transparency with Interest Groups:
    1. Monitor and inform the Board of Directors of the performance of Neoenergia Group in terms of Reputation;
    2. Inform Reputation contents in the annual reports of the Neoenergia Group before approval by the Board of Directors;
    3. Supervise intangible elements such as reputation, brand image, intellectual capital, internalization, transparency and ethics; and
    4. Inform Reputation actions of the Neoenergia Institute.

Article 4- The Committee will make available, on the web page of the Company, Annual Report of its activities, in relation to the previous year, until the disclosure of the annual results of the

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companies of the Neoenergia Group. This report shall include the meetings held by the Committee and the main matters discussed, highlighting the recommendations made by the Committee to the Board of Directors.

CHAPTER III

MEMBERSHIP, NAMING AND DESTITUTION OF MEMBERS

Article 5- The Sustainability Committee will be composed of 5 (five) regular members, who may or may not be members of the Board of Directors, designated by the Board of Directors, which may have alternates.

First Paragraph- The Committee will have a Chairman who will be elected by the Board of Directors or from among its members and who will exercise the duties established in this Regulation and others established by the Committee.

Second Paragraph- The Committee will elect from among its members, or a non-member, a person to be the Secretary of the Committee and who will exercise their duties in accordance with this Regulation and other guidelines established by the Committee or the Board of Directors.

Article 6- The Chairman of the Committee will have the following duties:

  1. call and preside over Committee meetings;
  1. comply with and enforce this Regulation;
  1. approve the agendas and schedules of the meetings;

IV. invite, on behalf of the Committee, non-member participants to the Committee's meetings, pursuant to these Regulation;

  1. propose complementary rules necessary for the Committee's activities; and

VI. perform other acts of a technical or administrative nature necessary for the exercise of their functions.

Single paragraph- The Chairman of the Committee shall inform the Chairman of the Board of Directors, when requested, of the Committee's activities and any action taken or recommendation made during its meetings, before the first meeting of the Board of Directors following the meetings of the Committee.

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Article 7 - The members appointed to the Committee will exercise their functions in the Committee

  1. for the same term of office as they exercise their functions as members of the Board of Directors, when applicable; or (i) for the term of office defined by the Board of Directors at the time of its designation as a member of the Committee.

Single paragraph- The members of the Committee will be considered sworn in their positions on the respective dates of their appointment by the Board of Directors. The members who are part of the Committee and who are reelected as Directors of the Company will remain in their positions on the Committee, without the need for a new election.

Article 8- Committee members will be immediately removed from their positions:

  1. when, for any reason, including resignation or dismissal, they cease to exercise the function of Board Member of the Company, if applicable; or
  2. by decision of the Board of Directors.

CHAPTER IV

COMMITTEE MEETINGS

Article 9- The Committee will meet as many times as necessary, at the discretion of the Committee Chairman, to fulfill its commitments, but at least four (4) times a year and also when requested by at least half of its members.

First Paragraph- The Chairman of the Board of Directors and/or the Chief Executive Officer of the Company may request informational meetings with the Committee.

Second Paragraph- The Chairman of the Committee is responsible for proposing and submitting for approval, at the first meeting of the current year, the schedule of ordinary meetings of the respective year.

Article 10- The Secretary of the Committee, at the request of the Chairman, will send a call for the meeting by any electronic means that allows the confirmation of said call - especially through the website of the Board of Directors, a fundamental tool for the effective exercise of the functions of the Management and its advisory committees. Alternatively, the summons and information may be sent to the e-mail address provided by the Committee member when he is appointed as a member of the Committee or Board of Directors, as the case may be. The summons will contain the agenda to be

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COELBA - Companhia de Eletricidade do Estado da Bahia published this content on 18 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 May 2021 18:26:02 UTC.