In The Next Assembly, Shareholders Will Vote On A Proposal To Establish A Capital Remuneration Reserve, Along With Modifications To The Rules Related To The Appointment Of Senior Executives. These Decisions Will Have A Significant Impact On The Company’s Future.
He Mentioned The Need To Create A Reserve That Would Ensure Resources For Various Purposes, Including Dividend Payments, Interest On Own Capital, Share Buybacks Authorized By Law, Absorption Of Losses, And Incorporation Into The Share Capital. However, He Stressed That The Reserve Can Only Be Established After The Payment Of Dividends According To The Shareholder Remuneration Policy.
Prates’ Statement On The Proposal To Establish A Capital Remuneration Reserve Emphasizes That The Shareholder Payment Policy Remains Unchanged. He Stresses That The Creation Of The Reserve Would Not Affect The Possibility Of Distributing Extraordinary Dividends, Which Would Still Be Granted Under Exceptional Circumstances, Provided The Company’s Financial Health Is Preserved.
Proposal To Amend The Bylaws Of Petrobras
According To Prates, The Intention Of The Amendment Is To Harmonize The Bylaws With The State-owned Companies Law And There Is No Reduction In Requirements Compared To The Law. “If The Final Decision Of The Judiciary Is Favorable To The Maintenance Of The Article In The Law, It Will Stand Alone, As The Law Applies To Everyone. And Petrobras Will Be Automatically Required To Comply With It. Whether It Is Repeated In The Bylaws Or Not Makes No Difference, Because The Company, Like All Others, Is Required To Comply With The Law,” He Stated.
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Specifically Targeted Were The Paragraphs Of Article 17, Which Limit The Appointment Of Counselors And Directors Who Hold Certain Public Offices 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 Provisional Decision Of The Former Minister On December 6.
Regarding The Proposal To Alter The Criteria For Appointing Board Members, Prates Claimed That The Bylaws Of Petrobras Replicate “Exactly The Same Content Of Each Of The Items In Article 17, Paragraph Two, Of The Law (Of State-owned Companies), Which Are Temporarily Suspended By A Cautionary Order Of The STF, Which Considered These Items Unconstitutional.”
He Mentioned The Preliminary Decision Issued In March Of This Year By Then-Supreme Court Minister Ricardo Lewandowski, Which Suspended Parts Of The State-owned Companies Law.
State-owned Companies Law And Any Other Legislation. The Amendment Does Not Exempt Petrobras From Following The Law. On The Contrary, It Clearly Establishes That Regardless Of The Format Of The Legislation, Petrobras Will Continue To Follow It,” He Stated.
Explanations About Suggestions
Amid These Concerns, Following The Release Of The Suggestions, The President Of The State-owned Company, Jean Paul Prates, Shared A Video Of Just Over 4 Minutes On The Social Media Platform X (Formerly Twitter), Stating That The Fundamentals For The Investment Proposal Would Remain Strong. Prates Reiterated That Petrobras Would Follow The State-owned Companies Law, While Acknowledging That The State-owned Company Could Have Communicated The Changes More Effectively.
The Creation Of A Fund To Ensure The Payment Of Benefits Raised Concerns In The Market That Profits Distributed To Shareholders Would Be Reduced, With Less Margin For Special Payments. Additionally, The Removal Of Restrictions On The Appointment Of Leaders Established In Law 13.303/2016 Was Also Proposed, Which Would Allow Political Appointments To The Board, Echoing “Dark Memories” Of The Past That Caused So Many Problems For The State-owned Company.
The Meeting Aims To Discuss The Controversial Suggestions To Amend The Bylaws, Which Resulted In A Decline Of More Than 6% In The Shares On October 23, When The Issues At Hand Were Disclosed To Investors.
Shareholders Will Analyze The Proposal From Petrobras To Create A Capital Remuneration Reserve, As Well As Changes To The Rules Regarding The Appointment Of Members Of The Senior Management. **This Is A Crucial Moment For The Company, As The Decisions Made Will Directly Affect Governance And The Interests Of Shareholders.**
Even Though The Conclusion Of The Meeting Is Already Expected By The Market, Shareholders Of Petrobras (PETR3; PETR4) Will Be Attentive To The Extraordinary General Assembly (AGE) Of The Company’s Shareholders, Which Is Scheduled For Thursday (30) At 2 PM (Brasilia Time).
The Meeting Will Be Hybrid, With A Virtual Broadcast From The Company Headquarters Located In Rio De Janeiro. The Government, Which Is The Majority Shareholder, Holds The Largest Proportion Of Votes.
Source: InfoMoney

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