United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the
Securities Exchange Act of 1934
For the month of
July 2020
Vale S.A.
Praia de Botafogo nº 186, 18º
andar, Botafogo
22250-145 Rio de Janeiro, RJ, Brazil
(Address of principal executive office)
(Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F.)
(Check One) Form 20-F x Form
40-F ¨
(Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1))
(Check
One) Yes ¨ No x
(Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7))
(Check
One) Yes ¨ No x
(Indicate by check mark whether the registrant by furnishing
the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.)
(Check
One) Yes ¨ No x
(If “Yes” is marked, indicate below the file number
assigned to the registrant in connection with Rule 12g3-2(b). 82- .)
Vale announces Nomination
Committee
Rio de Janeiro,
July 22nd, 2020 - Vale SA (“Vale”) informs that, on the present date, the Board of Directors has decided
to create and establish the Nomination Committee, another important step towards Vale's corporate governance evolution, in which
a specific body will directly assist the Board of Directors, proposing improvements related to the structure, size and composition
of the Board, in addition to recommending the skills, profiles and potential nominees for the Board, so that Vale continues to
benefit from the plurality of arguments and a decision-making process with quality and care, in compliance with laws, ethics and
best corporate governance practices.
The Nomination
Committee will be comprised of three members, observing the following rules: (i) the majority of the members must be independent
and must not be part of the Board of Directors and other corporate bodies; (ii) one of the members must necessarily be the Chairman
of Vale’s Board of Directors; (iii) all must have proven experience and technical capacity to the matters under the responsibility
of the Committee; and (iv) the coordinator will be chosen by Vale's Board of Directors among the independent and external members.
The members
appointed to form the Nomination Committee, jointly with Vale's current Chairman of the Board of Directors, were:
Pedro
Parente – external, independent member and coordinator of the Nomination Committee. Mr Parente holds a degree in electrical
engineering from Universidade de Brasília (UnB) and has experience in corporate governance and crisis management, acquired
over the years he served as C-level at large corporations. In his career, he worked at Banco do Brasil, Central Bank, as well
as, an external consultant of the International Monetary Fund (IMF). Between 1999 and 2003, Mr Parente held positions of Chief
of Staff, then Minister of Planning and Minister of Energy and Mining. In the private sector, he served as Vice-President of Grupo
RBS from 2003 to 2009, CEO of Bunge Brasil from 2010 to 2014 and CEO of Petrobras between 2016 and 2018. The executive has a broad
experience as member of the Boards of Directors in private and state-owned companies, among which Petrobras SA, CPFL Energia SA,
B3 SA and BRF SA, in the latter he was elected CEO (2018) and he is currently Chairman of its Board of Directors.
Alexandre
Gonçalves Silva – external and independent member of the Nomination Committee. Mr Silva holds a degree in mechanical
engineering from the Pontifícia Universidade Católica (PUC/RJ) and has a solid background in composition and assessments
of Boards of Directors, as he was directly responsible for these activities as Chairman, especially for companies with non-controlling
shareholders (corporation). In his 40-year career, he held executive positions in several areas, such as the CEO of General Eletric
in Brazil from 2001 to 2007. Mr Silva is Chairman of the Board of Directors of Embraer and an independent board member of Votorantim
Cimentos, Nitroquímica, Iochpe-Maxion and Ultrapar, where he also serves on the People Committee. Mr. Silva is also a board
member of the American Chamber of Commerce.
The
creation of the Nomination Committee was a commitment made by Vale in its 2020 Proxy Statement and is part of the transition
that the Company is going through, with the current Shareholders' Agreement expiring in November 2020 without renewal. The
Board of Directors is conducting this transition in an orderly and balanced way, promoting evolution of Vale’s
governance practices, to adapt it to the new requirements of the Novo Mercado regulation, heightened investor demands
and best corporate governance practices.
Luciano Siani
Pires
Executive
Officer of Investor Relations
Ever
since the Covid-19 outbreak began, our highest priority is the health and safety of our employees. Our IR team adopted work-from-home,
and as we continue to face these new circumstances, we strongly recommend you prioritize e-mail and online engagement.
For further
information, please contact:
Vale.RI@vale.com
Ivan Fadel:
ivan.fadel@vale.com
Andre Werner:
andre.werner@vale.com
Mariana Rocha:
mariana.rocha@vale.com
Samir Bassil:
samir.bassil@vale.com
This press
release may include statements that present Vale’s expectations about future events or results. All statements, when based
upon expectations about the future, involve various risks and uncertainties. Vale cannot guarantee that such statements will prove
correct. These risks and uncertainties include factors related to the following: (a) the countries where we operate, especially
Brazil and Canada; (b) the global economy; (c) the capital markets; (d) the mining and metals prices and their dependence on global
industrial production, which is cyclical by nature; and (e) global competition in the markets in which Vale operates. To obtain
further information on factors that may lead to results different from those forecast by Vale, please consult the reports Vale
files with the U.S. Securities and Exchange Commission (SEC), the Brazilian Comissão de Valores Mobiliários (CVM)
and in particular the factors discussed under “Forward-Looking Statements” and “Risk Factors” in Vale’s
annual report on Form 20-F.
Signatures
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
Vale S.A.
|
|
(Registrant)
|
|
|
|
|
By:
|
/s/ Ivan
Fadel
|
Date: July 22, 2020
|
|
Director of Investor Relations
|
Vale (NYSE:VALE)
Historical Stock Chart
From Mar 2024 to Apr 2024
Vale (NYSE:VALE)
Historical Stock Chart
From Apr 2023 to Apr 2024