Rio de Janeiro, June 05, 2017 – Petróleo Brasileiro S.A. – Petrobras informs that, after promoting, in the last months, a series of measures to improve its corporate governance, requested B3 (former BMF&BOVESPA), last Friday, June 02, for its certification in the scope of the Corporate Governance Program for State-Owned Companies (“Program”).
For the intended certification, the company must comply with the corporate governance measures set forth in the Program, such as:
(i) guidelines on the composition of the Board of Directors, Executive Board and Audit Committee, such as diversity of experience and qualification as well as a minimum of 30% of independent members in the Board of Directors;
(ii) establishment of internal mechanisms to avoid the performance of administrators to benefit public policies which go beyond the public interest set forth in its law of organization and in corporate purpose;
(iii) improvement of the information disclosed in the Reference Form, such as prior and clear definition of the public policies and guidelines to be pursued by the State-Run Company; and
(iv) commitment by the Public Comptroller to the governance practices and care in the treatment of the information of which it is aware.
The documents and the set of information sent by Petrobras shall be analyzed by the Executive Office of Regulation of Issuers (Diretoria de Regulação de Emissores) of B3, which will issue an opinion on the Company’s request.
Additionally, the Company informs that it started to conduct studies in order to join the special segment Level 2 of B3, with the objective of implementing corporate governance measures that go beyond those required by the Brazilian Corporation Law (Lei das S.A and Law 13.303/16), established by legal statute of state-owned companies. Effective joining will depend on obtaining the approvals of all necessary external bodies, in addition to execution, with B3, of the Agreement of Participation in Level 2 of Corporate Governance.
The initiatives to join the Program and Level 2 of B3 reaffirm Petrobras’ commitment to continuous improvement of its governance, as well as alignment with best market practices.