Corporate Governance Structure - Pré-sal

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Corporate Governance Structure

We are advancing each year in implementing good governance practices. We seek to increase our transparency, improve the relationship with our stakeholders and take decisions based on the follow-up of the actions established in the strategic planning.

 

Our corporate governance is implemented by the following bodies:

The General Assembly

The General Assembly consisting of a single shareholder, the Federal Government, is the highest body of the company with powers to deliberate on all mattersr related to its corporate purpose, including its authority to change the company’s capital stock and the Articles of Incorporation, as well as elect and dismiss the members of its Board of Directors and Audit Committee.

 

Board fo Directors

The Board of Directors consists of seven members elected at the General Assembly. Board members have a unified term of office of two years, with a maximum of three consecutive reappointments allowed. Annual meetings take place monthly, and special meetings take place whenever called by its chairman or by the majority of its members. The decisions of the Board of Directors are taken by a simple majority vote of those present and recorded in the minutes, with the chairman having the ordinary and casting votes.

 

Executive Board

The Executive Board is the collegiate body of the company’s general management , which is responsible for managing the business, in accordance with the mission, objectives, strategies and guidelines approved by the Board of Directors. The term of office of the Executive Board will be a two-year unified period, with a maximum of three consecutive reappointments allowed. The collegiate decisions of the Executive Board will be taken by the absolute majority of its members, with at least three of them present, and the CEO, in addition to the common vote, has the casting vote.

 

Internal Audit

The Internal Audit is the control area responsible for strengthening and advising the management, as well as developing preventive actions and providing support, according to its specificities, within the company, to contribute to the guarantee of legality, morality, objectivity and fairness of the management acts. The Internal Audit is linked to the Board of Directors and administratively reports to the company’s CEO..

 

Statutory Audi Cmmitee

The Statutory Audit Committee consists of three members, selected and elected by the Board of Directors.

 

The People, Eligibility, Succession and Remuneration Committee

The People, Eligibility, Succession, and Remuneration Committee is composed of three members who assist the shareholder and the Board of Directors in the processes of nomination, succession, evaluation, and remuneration of the members of statutory bodies.

 

External Audit

The external audit is responsible for checking the company’s quarterly and annual financial statements.

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