Resignation of current president would force Petrobras to form a new Board; understand

The dismissal of Bento Albuquerque from the Ministry of Mines and Energy amid pressure from the government to Petrobras reducing the price of fuel has increased speculation about a possible layoff of Jose Mauro Ferreira Coelho of the company’s presidency, just one month after taking office.

Days after a trip to Brasilia to talk to the new minister Adolfo Sachsida the president of Petrobras saw the boil increase even more with the new declaration of Jair Bolsonaro . On Sunday (15), the president stated that the new minister has “carte blanche” to deal with Petrobras.

If Mauro Ferreira does not resist in office, the state-owned will have to prepare to elect the fourth commander in record time and also recompose the newly elected Board of Directors.

This is because part of the council, including José Mauro, was elected by multiple vote – when votes can be accumulated in just one candidate.

And, according to the section of the state-owned company law that deals with multiple voting, “whenever the election has been carried out by this process, the dismissal of any member of the board of directors by the general meeting will imply the dismissal of the other members, proceeding the new election.”

Eight of the current 11 members were elected for a two-year term, from 2022 to 2024, by multiple vote.

At the April assembly, the Union lost a seat on the collegiate. Shareholders won 4 of the 11 seats – six were appointed by the Union and one belongs to the workers’ representative.

Before, the composition was of seven representatives of the federal government three of the minority shareholders and one of the workers.

The loss of the Union was the result of a strategy by the shareholders, who asked for the multiple vote. Now, this modality can bring down practically the entire Council if Jose Mauro Ferreira Coelho is removed.

Internally, members of the Board of Directors heard by the CNN still find it unlikely that the president will be fired in such a short time. They treat the matter as speculation and believe that the convening of a new general meeting would cause more wear to the government in a election year .

Although the Federal Government is the majority shareholder of Petrobras, the dismissal and inauguration of a president of the company do not depend exclusively on the President of the Republic and need the scrutiny of the Board of Directors, in addition to the approval of the company’s governance area.

See the step-by-step process below:

1. The intention to replace the company’s president must be formalized through a letter from the Ministry of Mines and Energy – responsible for the company’s communication with Planalto. In the letter, the government requests the convening of a shareholders’ meeting so that the replacement of the then president by the new one appointed on the Board of Directors can be evaluated. The president of the state-owned company must be a member of the collegiate before being appointed;
2. Petrobras publishes a convening notice with a period of 30 days to hold the meeting. The public notice may include the names of the councilors appointed by the Union, but it is not mandatory;
3. Nominee is evaluated by the Petrobras Eligibility Committee. At this stage, the company performs a kind of internal audit to check whether the background of the nominees is in accordance with the law and compliance standards;
4. Dismiss the current president. The president of Petrobras can only be removed from office by the Board of Directors. For this to happen, it is necessary to call a shareholders’ meeting;
5. Be elected to the Board of Directors. Before being elected president, the candidate nominated by the government must be approved as a member of the Board of Directors at the general shareholders’ meeting. General Silva e Luna, for example, was approved for the Board at the same meeting that removed economist Roberto Castello Branco, in April 2021. The election for the presidency usually takes place a few days later, during the meeting of the new Board of Directors.