Government tries to elect a more aligned board at Petrobras this Friday

In the most controversial shareholders’ meeting since the beginning of President Jair Bolsonaro’s (PL) term, Petrobras shareholders will elect this Friday (19) a new board of directors for the company, more aligned with the government and criticized for failing to comply with the Law on Companies. State.

The renewal of the board is part of a strategy to reduce resistance to interventions in the management of the company, which had two presidents fired after the rise in fuel prices in the first half of the year.

The map of votes already computed indicates, however, that the controlling shareholder will lose two seats to representatives of the company’s largest individual shareholder, Banco Clássico, as occurred at a meeting held in April.

Thus, of the 11 seats of the collegiate, the government will have 6. Representatives of minority shareholders will have another 4 and the last one is reserved for the representatives of the company’s workers.

Bolsonaro nominated eight names – most of them occupying public positions, which had not happened since the Dilma Rousseff (PT) government. It is the first time, also since Dilma, that the government appoints an occupant of the Palácio do Planalto to the group that defines the strategies of the largest Brazilian company.

This is the executive secretary of the Civil House, number two of Minister Ciro Nogueira (PP), Jhonatas Assunção. His nomination was rejected both by the internal committee that evaluates candidates for leadership positions in the company and by the current board of directors.

Even so, the MME (Ministry of Mines and Energy) decided to keep the nomination. The Ministry of Economy made a similar decision with the nominee Ricardo Soriano, head of the PGFN (Procuradoria Geral da Fazenda Nacional), who had also been rejected.

In both cases, the internal committee alleged that there are possible conflicts of interest, citing an article in the State-Owned Companies Law that prohibits the appointment of a person “who has or may have any form of conflict of interest with the political-administrative person controlling the public company”.

The decision to disregard the opinion of the internal committee is seen as worrying by the technical advisor who collaborated with Senator Tasso Jereissati (PSDB) in the elaboration of the State-owned Companies Law, Sylvio Coelho.

The text, he emphasizes, determines that the controller appoint independent members to the boards of directors and creates governance mechanisms to avoid the capture of companies by political interests.

“The law was created precisely to provide instruments both to internal governance bodies and to all other inspection and control bodies so that they can take action when there are indications of any type of illegality”, he says.

The insistence on names rejected by internal governance bodies led Anapetro (National Association of Petroleum Workers Minority Shareholders of Petrobras) to request suspension of the meeting at the CVM (Securities Commission), but the request was denied.

“The CVM understood that Anapetro’s request was untimely and that it had vices and formal deficiencies”, said the state-owned company, in a note released this Wednesday (17).

To command the collegiate, Bolsonaro appointed Gileno Gurjão Barreto, president of Serpro, a state data processing body. He was subordinate to the current president of Petrobras, Caio Paes de Andrade at the Ministry of Economy.

The appointment of Paes de Andrade itself received criticism from the market and from minority shareholders, since the executive has no experience in the oil sector or in large companies, as required by the State-owned Companies Law.

His name was vetoed by 3 of the 10 board members eligible to vote, but ended up being confirmed with the remaining votes.

The board of directors is responsible for approving the long-term strategy and overseeing the company’s management. Last month, he also won the assignment of overseeing fuel price policy, in a move to try to prevent interference in the state’s board.