Boards, committees and councils

Boards, committees and councils

Boards, committees and councils

Executive Board

The executive directors are the company’s legal representatives and are responsible for day-to-day operations and the implementation of the general policies and guidelines set forth by the Board of Directors. Vale by-laws provide for a minimum of six and a maximum of nine executive directors.

The Board of Directors appoints executive directors for two-year terms and may remove them at any time. According to Brazilian Corporate Law, executive directors must be resident in Brazil. The executive directors hold regular scheduled meetings on a bi-weekly basis and hold additional meetings when called for by any executive director.

Meet the members of our Executive Board

Understand how we operate

Board of
Directors
Executive Board
Fiscal Council
Committees

Our Board of Directors sets general guidelines and policies for the Company’s business and monitors the implementation of those guidelines and policies by the Company's executive officers. Meet the members of our Board of Directors.

The Executive Officers are the company’s legal representatives and are responsible for day-to-day operations and the implementation of the general policies and guidelines set forth by the Board of Directors. The CEO acts as the interface between the .Executive Board and the Board of Directors.

Under Brazilian Corporate Law, Vale may appoint a Fiscal Council as a corporate body independent of the Company’s management and external auditors. The primary responsibility of the Fiscal Council is to review management’s activities and the financial statements, and report its findings to the shareholders.

Vale has established a permanent Fiscal Council, which may have from three to five members. Holders of preferred class A shares, including the golden shares, may elect one member of the Fiscal Council and the respective substitute.

Non-controlling holders of common shares comprising at least 10% of the outstanding common shares may also elect one member of the Fiscal Council and the respective substitute. The terms of the members of the Fiscal Council expire at the next annual shareholders’ meeting following their election.

Vale’s Fiscal Council also carries out the role of the Audit Committee, as determined by the Sarbanes-Oxley Act and established by the Securities and Exchange Commission (SEC).

The table below lists the current members of the Fiscal Council.

Members

  • Marcelo Amaral Moraes (President)
  • Marcus Vinícius Dias Severini
  • Eduardo Cesar Pasa
  • Raphael Manhães Martins
  • Robert Juenemann

Substitute

  • Vacant
  • Vacant
  • Sergio Mamede Rosa do Nascimento
  • Bernardo Zito Porto
  • Gaspar Carreira Júnior

Vale by-laws establish five technical and advisory committees to support the Board of Directors, as follows: Finance, Sustainability, People, Conformity and Risk, and Audit. Some committee members are not members of the Board of Directors

Get to know the members of the committees:

Finance Committee:

Eduardo Refinetti Guardia (Coordenador)
Fernando Jorge Buso Gomes
Eduardo de Oliveira Rodrigues Filho
Eduardo de Salles Bartolomeo
Gilmar Dalilo Cezar Wanderley

Sustainability Committee:

Fernando Jorge Buso Gomes (Coordenador)
Dan Antonio Marinho Conrado
Eduardo de Oliveira Rodrigues Filho
Denise Pauli Pavarina
Clarissa Lins

People Committee:

Oscar Augusto de Camargo Filho (Coordenador)
Gueitiro Matsuo Genso
Marcel Juviniano Barros
Fernando Jorge Buso Gomes
Ana Silvia Matte

Conformity and Risk Committee:

Eduardo de Salles Bartolomeo(Coordenador)
Arthur Prado Silva
Moacir Nachbar Junior
Yoshitomo Nishimitsu
Sandra Guerra

Download call notices, minutes of Executive Board, Council and Committees meetings, as well as other corporate documents.

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