Petrobras holds a vote among shareholders for the company's new Board; now, Union has less space and relevance

Roberta Souza
15-04-2022 20:56:11
in Oil, Oil and Gas
Petrobras, Council, company Photo: Reproduction Jornal O Dia / Google Images

Petrobras has a greater presence of minority shareholders on the Board and the government has less interference in the company

On Wednesday, the 13th, the Petrobras shareholders' meeting voted on issues that may contribute to the political shielding of the company, in addition to change of president and the renewal of the Board of Directors. In the public notice, there are changes in the Bylaws that reinforce Petrobras' governance, which makes it difficult for the controller to interfere in the state company. 

Among the issues raised in the vote for the new Petrobras Statute was the shielding of the Governance and Compliance director, who will only be admitted or fired through a qualified quorum, that is, at least two thirds of approval by the Board will be required. The operation of committees will also be more accentuated, with the performance of the Personnel and Minority Committees when there are proposals for changes in the bylaws on criteria for the appointment of members of the executive board and the Administrative Council. The Investment and Minority Committees will now assist the Board of Directors in the execution of investment projects.

In this sense, according to the Broadcast website, one of the most significant questions in a time of increase and instability in the fuel price and election year is the proposal to expand the power of the Board of Directors to determine Petrobras' global social responsibility policies. 

About this, lawyer Guilherme Amorim, partner of Rubens Naves Santos Jr. Lawyers, says: “With these changes, it will be more difficult for the controller to interfere. There is an attempt to improve governance mechanisms”.

Thus, he explains that Petrobras, which recently announced new hydrocarbon discovery, in fact it has a social function, however, it needs to be controlled. The last change in the company's bylaws took place in 2020, to impose limits on the controller and ensure that crimes committed in other managements are not repeated.

Considering that social action can be of interest to investors, Amorim highlights: “There is a very strong pressure for these acts of management by Petrobras, mainly because of the relationship with social policy and the market, because it has repercussions on the company's credibility. It is very important to make clear how the government will position itself, and in this way the Council, which monitors the company's activities, will have objectivity to see how much it costs the company to serve the social interest”.

Presence of minority shareholders in operations

According to Fernanda Barroso, Kroll's general director for Latin America, Petrobras' minority shareholders must authorize multiple voting and increase their presence on the Board of Directors, appointing one more representative, given the growing pressure to use Petrobras by the controlling shareholder. From the multiple vote, which had already been requested by the shareholders, the votes become individual.

“As much as the Union is obliged to compensate the company when it protects the consumer's interest at the expense of the competition, this affects the company's value in the long term, so I think that this time the minority shareholders can be successful, there is pressure to that”, says the director. 

The ultimate choice of president

Thus, after the meeting, Petrobras shareholders appointed José Mauro Coelho to the company's presidency and chose Márcio Weber as head of the company's Board of Directors. In addition, the general meeting marked an increase in the representation of private investors in the state-owned company's Board of Directors. The minority shareholders of the oil company managed to increase, from three to four seats, their presence in the collegiate.

On Thursday, the 14th, José Mauro Coelho was officially confirmed as president of Petrobras.

Also, according to EPBR, the election meeting of José Mauro for the oil company's Board of Directors was marked by a government maneuver, led by the Ministry of Mines and Energy, in order to withdraw from the agenda a proposal that intended to strengthen the Petrobras' governance against government mediation.

Partner Sites


Roberta Souza
Petroleum Engineer, postgraduate student in Commissioning of Industrial Units, specialist in Industrial Corrosion. Get in touch for a suggestion of an agenda, disclosure of job vacancies or advertising proposal on our portal. We don't receive resumes