By Brazil Stock Guide – Vale said on Friday (Feb. 20) that it received the resignation letter of João Luiz Fukunaga from its Board of Directors. Appointed in 2023 by Previ — the pension fund for employees of Banco do Brasil and one of Vale’s largest shareholders — Fukunaga became a central figure in blocking Cosan’s attempt to expand its influence over the company’s board.
Vale said its Board, supported by the Nomination and Governance Committee, will evaluate the necessary measures to fill the vacancy and will keep the market informed.
Institutional capital versus leveraged capital
In 2023, Cosan, controlled by Rubens Ometto, acquired roughly 4.9% of Vale through a leveraged transaction. The move was widely viewed as an opening step toward securing greater board-level influence at one of the world’s largest iron ore producers.
Backed by Previ’s institutional weight, Fukunaga played a decisive role in blocking Cosan’s push for broader governance sway. Without support from major long-term shareholders, the conglomerate was unable to convert its minority stake into expanded board representation.
Financial aftershocks
The strategy later strained Cosan’s balance sheet. The Vale stake had been built with substantial leverage, increasing group debt at a time of high interest rates and volatile iron ore prices. In 2025, Cosan reached an agreement with BTG Pactual and Perfin for a R$ 10 billion capital injection, reinforcing its financial structure after mounting pressure.
Market participants viewed the move as a direct consequence of a bold but ultimately costly attempt to gain strategic influence without securing board backing.
End of a governance chapter
Fukunaga had stepped down in October 2025 as president of Previ following a tenure marked by political friction and regulatory scrutiny. A union-linked executive with longstanding ties to Brazil’s banking sector, he symbolized the role of pension fund capital in shaping governance outcomes at strategic national companies.
His departure from Vale’s Board closes a chapter in which institutional shareholders successfully counterbalanced a leveraged private-sector expansion attempt. Investors will now monitor the appointment of his successor for signals about the evolving balance of power inside Brazil’s mining champion.
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