Petrobras’ Board of Directors has approved the formation of a Special Committee that will serve as a reporting line for the independent internal investigations carried out by law firms Trench, Rossi e Watanabe and Gibson, Dunn & Crutcher.
According to Petrobras, this Special Committee will act independently and will have a direct reporting line with the Board of Directors. Its responsibilities are, among others, the following:
– To approve the Investigation Plan;
– To receive and analyze the information forwarded by the firms;
– To guarantee that the investigation remains independent, assuring that it is not hindered or obstructed;
– To analyze, approve and enable the implementation of any recommendations made by the firms;
– To communicate and/or authorize the communication between the firms and the competent authorities, including regulators, regarding the investigation status, its findings, as well as measures taken by the company;
– To prepare the final report about the investigation’s findings, and about the Committee’s recommendations regarding internal policies and procedures relevant to the investigation.
Special Committee members
The Special Committee will consist of 3 members: two independent individuals from outside the company, one Brazilian and one foreigner, both with unequivocal technical expertise; and the director of Governance, Risk Management and Compliance.
The Brazilian member will be Ellen Gracie Northfleet, retired Minister of the Brazilian Supreme Court, and the foreign member will be Andreas Pohlmann, Chief Compliance Officer of Siemens AG from 2007 to 2010.
Petrobras says that in order to expedite the investigations, the Special Committee will start its activities with the two independent members. The director of Governance, Risk Management and Compliance will join the Special Committee as soon as he or she is nominated.
Ellen Gracie Northfleet served as Chief Justice of the Brazilian Supreme Court from 2006 to 2008, as well as chairwoman of the National Council of Justice which, among other duties, is responsible for the administrative and financial performance of the Judicial Branch, the enforcement of the judges functional duties, as well as ensure the compliance of the Government Principles and the legality of the administrative acts performed by the members of the Judicial Branch. Petrobras says that the former Chief Justice, now retired, has a solid reputation inside and outside Brazil due to her expertise and vast experience with complex legal issues.
Andreas Pohlmann holds a law degree from Goethe University in Frankfurt and a PhD in law from Tuebingen University. From 2007 to 2010 Andreas Pohlmann was Chief Compliance Officer of Siemens AG and subsequently, until November 2011, Executive Board member of Ferrostaal AG, responsible for Compliance and Administration. In addition to its partnership at Pohlmann & Company, Andreas Pohlmann was Chief Compliance Officer and member of the Executive Committee of SNC-Lavalin Group Inc. in Montreal, Canada, from 2013 to 2014.