Ultrapar Participacoes S A : Corporate Governance Presentation

ULTRAPAR PARTICIPAÇÕES S.A.

Corporate Governance

January-February 2023

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Executive summary

Consistent corporate governance track record

• Pioneer in good governance practices
• Entry into Novo Mercado in 2011
• Longstanding track record of respecting shareholders

Leadership renewal / succession

• Renewal of 89% of the directors and first-level leaders since 2019
• Succession process on the Board of Directors to be concluded in 2023

Alignment of interests	ESG journey
✓ Entry of Marcos Lutz into the Shareholders'	✓ Update of the material topics in 2021
Agreement	✓ Disclosure of public ESG commitments in
✓ Stock plan program extended to a 10-year	Mar/2023
vesting period

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Consistent corporate governance track record

2023

2019 - 2022

2011

2007

2002

2000

1999

90's

80's

70's

30's to 60's

• Completion of the Board of Directors succession process
• Renewal of the Board of Directors - more diversity (gender, experience, age)
• Review of the Company's portfolio - divestments of Oxiteno, Extrafarma and ConectCar
• Succession at the executive level and start of the succession process for the Chairman of the Board
• New corporate governance structure after joining Novo Mercado
• Separation of the role of CEO and Chairman of the Board of Directors
• Variable compensation linked to EVA (Economic Value Added) performance
• Corporate restructuring - Ultrapar becomes owner of 100% of all its businesses
• 1st Brazilian Company to grant 100% tag along rights to all shareholders
• 1st Brazilian Company to carry on simultaneous IPOs in B3 and NYSE
• ADR level III - the highest standard of transparency and disclosure
• Key executives joined the controlling shareholders (founding family)
• Transformation of a privately-held Company into a listed Company
• 1st stock ownership program, turning key executives into shareholders
• Divestment of non-core businesses, focusing on businesses with long-term competitive advantages
• Beginning of the implementation of professional management in the Company
• Foundation of Ultragaz by Ernesto Igel - family-owned company
• Growth of Ultragaz and expansion to several other businesses

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Consistent corporate governance track record

• One share, one vote
• Election of Board members through a slate of candidates
• 2-yearterm
• Any candidate for the Board of Directors, supported by the Company or not, will be guaranteed the same treatment and publicity benefits in an election
• Specialized advisory committees in relevant matters

Board of Directors

Current composition of the Board of Directors¹

60% of independent members 20% of women at the Board

Conflict of Interests and Related Party

Transaction Policy

• Wording review in May/21
• Applicable to all employees

Recent corporate policy updates

Code of Ethics and Anti-corruption Policy

• Wording review in Dec/21, in force as of Mar/22
• Addition of themes related to HSE, data privacy, social networks and D&I

Corporate Nomination Policy

• Wording review in Nov/22
• Applicable to the Board members, its advisory bodies and the Executive Board

¹ Data: December 2022

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Leadership renewal / succession

2019

2020

2021

2022

CEO

CFO

Ultragaz CEO

Ultracargo CEO

Ipiranga CEO

Maintenance

Renewal

People in leadership positions¹

53
6	9		From outside
		the Company
47	89%	21	Internal
renewal		promotion

17	Movement
within Ultrapar

Since 2019

CEO		CFO		Ultragaz		Ultracargo		Ipiranga
Marcos Lutz	Rodrigo Pizzinatto	Tabajara Bertelli	Décio Amaral		Leonardo Linden

¹ Statutory directors, business directors and executive managers reporting directly to statutory directors; Data: December 2022

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