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
August 2021
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- .)
MINUTES OF EXTRAORDINARY MEETING OF THE ADMINISTRATION BOARD
1. DATE, PLACE AND TIME
The Administration Board (“AB”) held a meeting on August 20, 2021, at 2:00 pm by videoconference, in the terms of the Corporate Bylaws of Vale S.A. (“Vale” or “Company”).
2. PRESENCE LIST
All members of AB were present, José Luciano Duarte Penido (“JP”) – President (“PCA”), Fernando Jorge Buso Gomes – Vice-President (“FB”), Eduardo de Oliveira Rodrigues Filho (“ER”), José Maurício Pereira Coelho (“JM”), Ken Yasuhara (“KY”), Lucio Azevedo (“LA”), Manuel Lino Silva de Sousa Oliveira (“MLO”), Marcelo Gasparino da Silva (“MG”), Mauro Gentile Rodrigues da Cunha (“MRC”), Murilo Cesar Lemos dos Santos Passos (“MP”), Rachel de Oliveira Maia (“RM”), Roberto da Cunha Castello Branco (“RCB”) and Roger Allan Downey (“RD”). Secretary was Luiz Gustavo Gouvea, Secretary General of Corporate Governance. In addition, the guests mentioned in annex I took part in the meeting.
3. EXCLUSIVE SESSION
3.1 OPENING OF THE MEETING – PCA commented on the agenda of the meeting, pointing out that the Onboarding Program of AB will be completed with presentations and discussion on the subjects of the exclusive session.
3.2 EVOLUTION OF VALE CULTURAL TRANSFORMATION PROGRAM – AB got acquainted with the context of creation of the program, the status of Vale´s cultural transformation journey and the next steps, according to the presented material, and then, discussed the subject. PCA reaffirmed that cultural transformation is one of Vale's main initiatives, a reason why AB will follow its evolution up continuously. AB requested the Personnel, Remuneration and Governance Committee (“CPRG”) to follow the matter up periodically.
3.3 CRITICAL SUBJECTS OF INSTITUTIONAL RELATIONS – AB got acquainted with and discussed the update regarding the critical subjects of institutional relations, according to the presented material.
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Continuation of the Minutes of the Extraordinary Meeting of Vale's Administration Board held on 08/20/2021 at 2 pm.
4. DELIBERATIVE AGENDA
After examination and debate, the following decision was made:
4.1 CONSEQUENCE MANAGEMENT POLICY – With the favorable opinions of the Audit Committee and CPRG, AB unanimously approved the creation of Consequence Management Policy, of public character, in the terms of the presented proposal. Reference: Proposal for Direct Deliberation to AB.
5. CLOSING
Once the agenda of the meeting was fulfilled and there was nothing further to discuss, PCA thanked everyone for the participation and closed the meeting, drawing these minutes up. All documents and presentations that supported the subject matters discussed in this meeting were filed on the Governance Portal.
| José Luciano Duarte Penido | Fernando Jorge Buso Gomes | |
| President | Vice-President | |
| Eduardo de Oliveira Rodrigues Filho | José Maurício Pereira Coelho | |
| Board Member | Board Member | |
| Ken Yasuhara | Lucio Azevedo | |
| Board Member | Board Member | |
| Manuel Lino Silva de Sousa Oliveira | Marcelo Gasparino da Silva | |
| Board Member | Board Member | |
| Mauro Gentile Rodrigues da Cunha | Murilo Cesar Lemos dos Santos Passos | |
| Board Member | Board Member | |
| Rachel de Oliveira Maia | Roberto da Cunha Castello Branco | |
| Board Member | Board Member | |
| Roger Allan Downey | Luiz Gustavo Gouvea | |
| Board Member | Secretary |
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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)
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| By: | /s/ Ivan Fadel | |
| Date: August 20, 2021 | Head of Investor Relations | |