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 June, 2024
Commission File Number 1-34129
CENTRAIS ELÉTRICAS BRASILEIRAS S.A.
- ELETROBRÁS
(Exact name of registrant as specified in its
charter)
BRAZILIAN ELECTRIC POWER COMPANY
(Translation of Registrant's name into English)
Rua da Quitanda, 196 – 24th floor,
Centro, CEP 20091-005,
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 Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F _______
Indicate by check mark whether the registrant
by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No___X____
 |
|
GRGS
Av. Graça Aranha, nº 26, 4th floor.
20030-900 Rio de Janeiro - RJ
RCA 1017, of 05.23.2024
DEL-94 of 05.23.2024
|
CERTIFICATE
MINUTES OF THE THOUSAND SEVENTEENTH MEETING OF
THE BOARD OF DIRECTORS OF CENTRAIS ELÉTRICAS BRASILEIRAS S.A. – ELETROBRAS
NIRE 3330034676-7/CNPJ n.º 00001180/0001-26
It
is hereby certified, for the purposes of due purposes, that the 1017th meeting of the Board of Directors of Centrais Elétricas
Brasileiras S.A. – Eletrobras ("Company" or "Eletrobras") was held on 05.23.2024, at 9:00 a.m. at the central
office of Eletrobras, located at Avenida Graça Aranha, nº 26, 3rd floor, Centro, Rio de Janeiro – RJ, as called by the
Chairman of the Board of Directors, pursuant to article 25, paragraph 4, of the Company's Bylaws. The meeting adjourned at 4:00 p.m. on
the same day. Board Member VICENTE FALCONI CAMPOS (VFC) took over the chairmanship. Board Members ANA SILVIA CORSO MATTE (ASM),
DANIEL ALVES FERREIRA (DAF), FELIPE VILLELA DIAS (FVD), IVAN DE SOUZA MONTEIRO (ISM), MARCELO DE SIQUEIRA FREITAS (MSF), MARCELO GASPARINO
DA SILVA (MGS), MARISETE FÁTIMA DADALD PEREIRA (MFP) and PEDRO BATISTA DE LIMA FILHO (PBL) participated in person. There was no
record of absence. The meeting was attended by the Vice President of Governance, Risks, Compliance and Sustainability CAMILA GUALDA SAMPAIO
ARAUJO (CSA), the Secretary of Governance FERNANDO KHOURY FRANCISCO JUNIOR (FKJ) and the Governance Officer BRUNO KLAPPER LOPES (BKL).
INSTRUCTION: The support material was made available to the Directors through the Governance
Portal. QUORUMS OF INSTALLATION AND DELIBERATION: As prescribed in article 25, caput, of the Bylaws of Eletrobras, the deliberations
of this conclave must take place in the presence of the majority of its members, and its deliberations must be taken, as a general rule,
by the majority of those present, except in cases of qualified quorum portrayed in article 26 of the Bylaws. The meeting was set up with
the presence of nine members, in observance of the minimum quorum of five members, and with a minimum quorum for deliberations of five
members, except in cases where there is an explicit record of a change in the quorum of those present at the time of the deliberation.
The prior declaration of a conflict of interest by the Board Member and/or his/her momentary absence from the conclave entails its subtraction
for the purposes of calculating the respective minimum quorum for deliberation.
DEL 094 of 05.23.2023. Review of the structure
and composition of the advisory committees of the Board of Directors and creation of the Sustainability Committee. The Board of Directors
of Centrais Elétricas Brasileiras S.A. – Eletrobras, in the exercise of its powers, embodied in the rapporteur's statement,
and based on the opinion issued by the People Committee at its meeting held on 05.22.2024, DELIBERATED:
| 1. | Create the Sustainability
Committee – COSU, on a permanent basis and: |
| a) | Reassign to COSU all attributions
related to the theme of sustainability, currently provided for in the scope of action of the Strategy, Governance and Sustainability Committee
– CEGS; |
| b) | Appoint the following board
members to form the COSU: |
| Board Member |
Quality |
| MARCELO GASPARINO DA SILVA |
Coordinator |
| ANA SILVIA CORSO MATTE |
GRGS |
| FELIPE VILLELA DIAS |
Member |
| c) | To determine the Vice Presidency
of Governance, Risks, Compliance and Sustainability (VGR) to prepare a proposal for the elaboration of the internal regulations and statutory
reform in due course so that COSU becomes statutory, incorporating the attributions mentioned in item 1.a. |
| |
|
GRGS
Av. Graça Aranha, nº 26, 4th floor.
20030-900 Rio de Janeiro - RJ
RCA 1017, of 05.23.2024
DEL-94 of 05.23.2024
|
| 2. | Regarding the People Committee
– CPES: |
| a) | Reassign to the CPES all the
attributions related to the governance theme, currently provided for in the scope of action of the Strategy, Governance and Sustainability
Committee – CEGS; |
| b) | Re-ratify the following composition
of members for the CPES: |
| Counsellor |
Management term |
Quality |
|
PEDRO BATISTA DE LIMA FILHO
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Coordinator |
|
VICENTE FALCONI CAMPOS
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Vice-Coordinatior |
|
ANA SILVIA CORSO MATTE
(Elected on 08.05.2022 by
DEL-121/2022) |
08.05.2022 a 08.05.2024 |
Member |
|
FELIPE VILLELA DIAS
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Member |
| c) | To order the Vice Presidency
of Governance, Risks, Compliance and Sustainability (VGR) to prepare a proposal for the revision of the internal regulations and the amendment
of the bylaws in order to relocate the attributions mentioned in item 2.a and the revision of related nomenclatures. |
| 3. | Regarding the Strategy,
Governance and Sustainability Committee – CEGS: |
| a) | Re-ratify the following composition
of members for the CEGS: |
| Member |
Management term |
Quality |
|
MARISETE FATIMA DADALD PEREITA
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Coordinator
|
|
FELIPE VILLELA DIAS
(Elected on 05.23.2024 by
DEL-094/2024) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Vice-Coordinatior |
|
VICENTE FALCONI CAMPOS
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Member |
|
PEDRO BATISTA DE LIMA FILHO
(Elected on 08.05.2022 by
DEL-121/2022) |
Untill OGM of 2025
(linked to the term of management in
the CA) |
Member
|
| 4. | Regarding the Audit and
Risk Committee – CAE: |
| a) | Re-ratify the following composition
of members for the CAE: |
| |
|
GRGS
Av. Graça Aranha, nº 26, 4th floor.
20030-900 Rio de Janeiro - RJ
RCA 1017, of 05.23.2024
DEL-94 of 05.23.2024
|
| Composition |
Management term |
Quality |
|
LUIZ CARLOS NANNINI
(Elected on 05.08.2024 by
DEL-074/2024)
|
05.11.2024 to 05.11.2026
(3rd mandate)
• 1st mandate:
05.11.2020 to 05.11.2022
• 2nd mandate:
05.11.2022 a 05.11.2024
|
Coordinator and extern member
·
Specialist in corporate accounting and financial expert |
|
DANIEL ALVES FERREIRA
(Elected on 04.28.2023 by
DEL-061/2023) |
06.01.2023 to 06.01.2025
(3rd mandate)
·
1st mandate:
06.01.2019 to 06.01.2021
·
2nd mandate:
06.01.2021 a 06.01.2023 |
Vice-Coordinator and Board Member |
|
LUIS HENRIQUE BASSI ALMEIDA
(Elected on 01.27.2023 by
DEL-005/2023) |
02.22.2023 to 02.22.2025
(3rd mandate)
·
1st mandate:
02.22.2019 to 05.22.2021
·
2nd mandate:
02.22.2021 to 02.22.2023 |
Extern member |
| 5. | Regarding the Committee
for Support to Legal Affairs – CAAJ: |
| a) | Re-ratify the following composition
of members for the CAAJ: |
| Board Member |
Quality |
| DANIEL ALVES FERREIRA |
Coordinator |
| PEDRO BATISTA DE LIMA FILHO |
Member and Vice-Coordinator |
| MARCELO DE SIQUEIRA FREITAS |
Member |
| MARCELO GASPARINO SILVA |
Member |
| b) | To designate the Legal Director
JOSÉ EDUARDO GUIMARÃES BARROS as a permanent guest of the CAAJ meetings. |
| |
|
GRGS
Av. Graça Aranha, nº 26, 4th floor.
20030-900 Rio de Janeiro - RJ
RCA 1017, of 05.23.2024
DEL-94 of 05.23.2024
|
| 6. | To determine that this Resolution
shall take effect as of 06.01.2024, including the aforementioned reallocation of attributions between committees, without prejudice to
subsequent statutory and regimental adjustments. |
| 7. | To determine that the Vice
Presidency of Governance, Risks, Compliance and Sustainability – VGR, through Corporate Governance – GRGG, the Secretariat
of Governance – GRGS and Strategic Governance – GRGGE, the Vice-Presidency of People, Management
and Culture – VGC, the Communication Department – DCO and the Investor Relations Department
– FRR, each within its scope of action, adopt the necessary measures to comply with this Resolution. |
| Ø | Quorum for approval:
Unanimous. |
Closing and drafting of the minutes certificate:
It is hereby recorded that the material pertinent to the items deliberated at this Board of Directors Meeting is on file at the Company's
headquarters. As there is nothing more to discuss about DEL-094/2024, the President VFC closed the related work and ordered the Secretary
of Governance to draw up this Certificate which, after being read and approved, will be signed by the same Secretary. The other resolutions
held at this meeting were omitted from this certificate, as they related to interests merely internal to the Company, a legitimate precaution,
supported by the duty of confidentiality of the Management, according to the "caput" of article 155 of the Brazilian
Corporation Law, and are therefore outside the scope of the rule contained in paragraph 1 of article 142 of the aforementioned Law. Present:
Chairman VICENTE FALCONI CAMPOS. Board members ANA SILVIA CORSO MATTE, DANIEL ALVES FERREIRA, FELIPE VILLELA
DIAS, IVAN DE SOUZA MONTEIRO, MARCELO DE SIQUEIRA FREITAS, MARCELO GASPARINO DA SILVA, MARISETE FÁTIMA DADALD PEREIRA, PEDRO BATISTA
DE LIMA FILHO; Governance Officer: BRUNO KLAPPER LOPES; Secretary of Governance: FERNANDO KHOURY FRANCISCO JUNIOR. This certificate
is drawn up and signed by me, FERNANDO KHOURY FRANCISCO JUNIOR, Secretary of Governance of Eletrobras.
Rio de Janeiro, May 27, 2024.
FERNANDO KHOURY FRANCISCO JUNIOR
Secretary of Governance
SIGNATURE
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.
Date: June 4, 2024
| CENTRAIS ELÉTRICAS BRASILEIRAS S.A. - ELETROBRÁS |
| |
|
|
| By: |
/S/ Eduardo Haiama
|
|
| |
Eduardo Haiama
Vice-President of Finance and Investor Relations |
|
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements.
These statements are statements that are not historical facts, and are based on management's current view and estimates offuture
economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes",
"estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended
to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal
operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends
affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect
the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected
events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic
and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual
results to differ materially from current expectations.
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