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At the next meeting, shareholders will vote on a proposal to establish a capital remuneration reserve, along with changes to the rules related to the appointment of senior management members. These decisions will have a significant impact on the future of the company.
He mentioned the need to create a reserve that would guarantee resources for various purposes, including payment of dividends, interest on equity, repurchases of shares authorized by law, absorption of losses and incorporation into share capital. However, he highlighted that the reserve can only be constituted after the payment of dividends in accordance with the shareholder remuneration policy.
Prates' statement on the proposal to establish a capital remuneration reserve highlights that the payment policy to shareholders remains unchanged. He emphasizes that the creation of the reserve would not affect the possibility of distributing dividends extraordinary benefits, which would still be granted in exceptional circumstances, as long as the company's financial health was preserved.
Proposal to change the Statute of Petrobras
According to Prates, the intention of the change would be to harmonize the statute with the State Law and there is no reduction in requirements compared to the law. “If the final decision of the Judiciary is in favor of maintaining the article in the law, it will be valid in itself, as the law is for everyone. And the Petrobras will automatically be obliged to comply with it. Whether or not it is repeated in the statute makes no difference, because the company, like all others, is obliged to comply with the law,” he stated.
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The paragraphs of article 17 were specifically targeted, which limits the nameactions of counselors and directors who hold certain public positions or who have participated, in the last three years, in decision-making in a political party or in the organization and execution of an electoral campaign. The determination is still subject to approval or rejection by the court, which will judge the former minister's provisional decision on December 6.
In relation to the proposal to change the criteria for appointing board members, Prates claimed that the company's bylaws Petrobras replicates “exactly the same content of each of the items in article 17, second paragraph, of the Law (on State-Owned Companies), which are temporarily suspended due to a precautionary order from the STF, which considered these items unconstitutional”.
He mentioned the injunction issued in March this year by the then Minister of the Supreme Court, Ricardo Lewandowski, which suspended parts of the State Law.
“There is no reduction in the requirements in relation to the legislation of state-owned companies and our statute continues to determine full compliance with the State Law and any other legislation. The change does not exempt the Petrobras to follow the law. On the contrary, it clearly establishes that, regardless of the form of legislation, the Petrobras will continue to follow”, he stated.
“We understand that perhaps we could have communicated the proposal more effectively, not because of the action itself, but because of the real impact, which in this case is non-existent”, he added, highlighting the company's unwavering commitment to legal compliance. **The company reaffirms its commitment to strictly follow all applicable laws and regulations, without exception.**
Explainactions about suggestions
In the midst of these concernsactions, after the suggestions were made public, the president of the state-owned company, Jean Paul Prates, shared a video lasting just over 4 minutes on the social media platform X (formerly Twitter), with the declaration that the foundations for the investment proposal would remain strong. Prates reiterated that the Petrobras will follow State Law, while acknowledging that the state-owned company could have communicated the changes more effectivelyactions.
The creation of a fund to guarantee the payment of benefits raised fears in the market that profits distributed to shareholders would be reduced, with less room for special payments. In addition, it was also proposed to remove the restrictions on the appointment of leaders established in Law 13.303/2016, which would allowactions policies for the Council, echoing “dark memories” of the past that caused so many problems for the state-owned company.
The meeting will aim to discuss the controversial suggestions for changing the Bylaws, which resulted in a drop of more than 6% in actions on October 23rd, when the issues at hand were disclosed to investors.
Shareholders will analyze the company's proposal Petrobras for the creation of a reserve capital remuneration, as well as changes in the rules regarding the appointment of senior management members. **This is a crucial moment for the company, as the decisions taken will directly affect governance and shareholder interests.**
Even though the conclusion of the meeting is already expected by the market, the shareholders of the Petrobras (PETR3; PETR4) will be attentive to the Extraordinary General Meeting (AGE) of holders of actions of the company, which is scheduled for Thursday (30) at 14 pm (Brasília time).
The meeting will take place in a hybrid format, with virtual transmission from the company's headquarters, located in Rio de Janeiro. The government, which is the majority shareholder, holds the largest proportion of votes.
Source: InfoMoney
