RIO DE JANEIRO, July 2 (Reuters) - Brazilian miner Vale
on Tuesday pledged to "proceed swiftly" to replace
two independent board members who have resigned in the last few
months, one citing allegations of political influence in the CEO
succession plan.
The departure of Vera Marie Inkster on Monday, which
followed the resignation of Jose Penido in March, left Vale's
board with six independent members, below the seven required by
the firm's bylaws.
It was not immediately clear if failure to meet the bylaw
requirement could prevent the board to function normally.
The new members to be appointed will serve until the next
extraordinary shareholder meeting, which will be convened later,
Vale said in a securities filing. They will be selected with
assistance from consultancy firm Korn Ferry ( KFY ).
Without Penido and Marie Inkster, Vale's board now has 11
members.
Their resignations came at an important time for the mining
giant, as the board plans the succession process for the
company's chief executive, Eduardo Bartolomeo, whose term ends
later this year.
Inkster left after disagreements within the board in a
meeting on Friday, during which the members were presented with
conclusions of an independent investigation into procedures
taken during the ongoing succession plan, according to a source.
On Friday, Vale had announced in a securities filing
that law firm TozziniFreire had concluded Vale's governance
process regarding Bartolomeo's succession did comply with the
firm's bylaws.
Upon leaving the company, board member Penido sent a letter
to Vale's chairman harshly criticizing the succession process,
citing allegations of political influence in decisions,
according to the document seen by Reuters.
Vale did not provide the reasons for Inkster's departure
when it announced her resignation on Monday.