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Nova Governança

Vale is changing. Change with Vale.Shareholder, be part of this transformation.

Vale is in an important period of transition. A corporate restructuring that will enable Vale to adapt to the most modern rules existing in the market was approved, with practices adopted by large global companies, more independent and transparent.


By means of this operation, Vale may become a company without a defined controlling shareholder, which gives more independence to the company’s administration, greater protection and expansion of the minority shareholders’ power. For this, Vale’s shareholders have an important decision to make: to convert their preferred shares into common shares.

Vale holds Special Meeting of Preferred Shareholders (SMPS)

On August 11th, Vale completed the transaction of voluntary conversion of class “A” preferred shares into common shares. In this transaction, 84.4% of the preferred shares in circulation (excluding treasury shares) were delivered for conversion or exchange by their holders.

Due to the expressive conversion of class “A” preferred shares and in the best interest of Vale and its shareholders, Vale intends to anticipate the unification of the class “A” preferred shares and common shares into a single species, which would not only bring the total alignment between all of Vale’s shareholders, but would also make it possible to anticipate the adherence to the New Market of B3, with the evident and recognized benefits resulting from this process.

Continuing the transaction concluded on August 11th, 2017, Vale will hold, on October 18th, 2017, a Special Meeting of Preferred Shareholders. On the occasion, the proposal to convert the remaining preferred shares into common shares will be decided by vote. The conversion ratio will be the same as the one used in the voluntary conversion, that is, 0.9342 common share for each class “A” preferred share.

Special Meeting of Preferred Shareholders

October 18th, 2017 - 5:00 PM

Avenida das Américas, 700, 2nd floor, 218 (auditorium)

Città América – Rio de Janeiro

The participation of the shareholder may be personal or through a duly constituted attorney, under the terms of §1 of Article 126 of Law No. 6.404/76, or by submitting a distance voting form, under the terms of Instruction 481/2009 of the Securities and Exchange Commission (“CVM”, in Portuguese acronym), as amended (“CVM Instruction 481/2009”).

SMPS Call Notice

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Manual for Participation in the SMPS

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SMPS Distance Voting Form

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Stronger
governance

Better
decisions

Projects with more solid returns

Possibility of better results

Potential for share price increase

Possibility of higher dividend distribution

Increase in minority shareholders participation

Minority shareholders will have full voting rights and may participate in the company’s main decisions.

Increase in liquidity

With the preferred share conversion, the trend is to increase trading volumes of common shares in the market.

Tag along

Minority shareholders will have equal treatment to the controlling shareholders in case of eventual sale of the company’s control.

22, 3%

Appreciation records of the share

In a survey with 16 companies, 60 days after the unification transaction of the preferred and common shares, there was an average appreciation of 22.3% in their share price.

Proposed conversion


If you choose the proposed conversion, you will convert your preferred share at an exchange ratio which is above the average ratio for the past 10 years:

1 preferred
share
=
0.9342 common share

Source: Bloomberg / Análise Vale

Still have doubts?

Contact Vale's Investor Relations area

+55 21 3485-3900
vale.ri@vale.com