The appointment of the new president of Banco do Brasil (BBAS3), Fausto de Andrade Ribeiro, was approved at a meeting held on Tuesday, 30, by the People, Compensation and Eligibility Committee (Corem). He was appointed by the Union to replace André Brandão, who announced his resignation in March.
In a separate statement of their votes, the members of the committee Cibele Castro, Luiz Serafim Spinola Santos and Paulo Roberto Evangelista de Lima warn that “the performance of this Committee, in particular, should not be that of exclusively verifying the conformity of the process, the attendance the ‘objective’ legal requirements and the absence of fences, but also that of assessing ‘subjective requirements’ ”.
And they continue in a critical tone. “In our view, taking into account that the nominee will exercise the role of chief executive of the company, cumulatively as a member of the Board of Directors, it would be up to Corem to go beyond a bureaucratic analysis, in order to make a critical judgment about the adherence of the profile candidate for the positions for which he was nominated. Such a practice would be better aligned with the healthy and already usual internal process of the company for the evaluation, preparation and selection of its future executives, in which the culture of meritocracy has been prioritized and valued ”.
With this, add the members of Corem, “neglecting or relegating the role of the Board of Directors in the selection and approval of the company’s main executive, as in the present case, is equivalent to reducing the Board to a mere homologator, which does not it complies with Laws 6,404 / 1976 and 13,303 / 2016, nor with the globally recognized manuals and codes of best corporate governance practices. To enrich the selection process, for example, the controller could have used a company specialized in recruiting executives to nominate the President, or even involved the Board of Directors in proposing or evaluating potential candidates ”.
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