NATURA &CO HOLDING S.A.

National Register of Legal

Publicly-Held Company

State Registration (NIRE)

Entities of the Ministry of

35.3.0053158-2

Economy (CNPJ/ME) No.

32.785.497/0001-97

MINUTES OF THE BOARD OF DIRECTORS' MEETING

HELD ON MARCH 5, 2020

  1. Date, Time and Place: On March 5, 2020, at 09 a.m., at the principal place of business of
    Natura &Co Holding S.A. ("Company" or "Natura &Co"), at Avenida Alexandre Colares, nº 1.188, sala
    A17, bloco A, Parque Anhanguera, CEP 05106-000, in the City of São Paulo, State of São Paulo.
  1. Call Notice: Waived due to the attendance, by telephone conference, of all members of the Board of Directors, under terms of paragraph 2, article 15 of the Company's Bylaws.
  1. Quorum: All members of the Company's Board of Directors were in attendance, namely:
    Guilherme Peirão Leal, chairman of the meeting and co-chairman of the Board of Directors; Antônio Luiz da Cunha Seabra, co-chairman of the Board of Directors; Pedro Luiz Barreiros Passos, co-chairman of the Board of Directors; Roberto de Oliveira Marques, executive chairman of the Board of Directors; Gilberto Mifano, independent board member; Carla Schmitzberger, independent board member; Fábio Colletti Barbosa, independent board member; Jessica DiLullo Herrin, independent board member; Ian Martin Bickley, independent board member, Nancy Killefer, independent board member, W. Don Cornwell, independent board member, and Andrew George McMaster Jr., independent board member. Mr. Moacir Salzstein, secretary of the meeting, was also present.

IV. Presiding Board: Mr. Guilherme Peirão Leal chaired the meeting, and invited Mr. Moacir Salzstein to act as secretary.

  1. Agenda: To resolve on the recommendation of the approval, by the Company's shareholders to meet at the Company's ordinary and extraordinary general meetings to be held on April 24, 2020 ("OEGM"), of the management's annual report, of the financial statements and of the explanatory notes, together with the draft of the external independent auditors' opinion and favorable opinion of the Audit,
    Risk Management and Finance Committee and proposal of allocation of the result of year, related to the fiscal year ended on December 31, 2019.

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VI. Resolutions: After discussions related to the matters included in the Agenda, and having in view the reviewed information received by the Company, the members of the Board of Directors unanimously and without any reservation approved to recommend, in accordance with the provisions of article 142, item V, of Law No. 6,404/76 and of article 20, item X of the Company's Bylaws, the approval, by the Company's shareholders to meet at the OEGM, of the annual report of the management, of the financial statements and of the explanatory notes together with the draft of external independent auditors' opinion, favorable opinion of the Audit, Risk Management and Finance Committee and favorable manifestation of the Board of Officers, as well as the proposal of allocation of the losses assessed in the year ended on December 31, 2019 in the retained losses account of the Company, as registered in the Company's financial statements, pursuant to article 189 of Law No. 6,404/76, such documents which will be disclosed on the present date and published in the Official Gazette of the State of São Paulo and in newspaper Valor Econômico on March 6, 2020.

VII. Closing: The Chairman thanked everyone for being present and declared the meeting adjourned, suspended the meeting for these minutes to be drafted, which, after being read, discussed and found to be in order, were approved, according to votes cast by e-mails and signed by the board and by the attending board members.

São Paulo, March 5, 2020.

These minutes are a true copy of the original drafted in the proper book.

_________________________________

Moacir Salzstein

Secretary

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Natura & Co Holding SA published this content on 05 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 March 2020 01:27:08 UTC