June 17, 2022, marked the completed change of control at Eletrobras, one of Brazil’s central power-generation and transmission companies. On that date, the company says its privatization was consummated and the federal government ceased to be its controlling shareholder.

The event was more than a sale of a state stake. It replaced a state-controlled ownership model with dispersed ownership governed by an unusual rule: no shareholder, or shareholder group, may exercise more than 10% of voting rights under Eletrobras’ post-transaction bylaws. That distinction remains important for understanding both the company’s governance and the federal government’s continuing, but limited, role.

From enabling law to completed transaction

Brazil’s Congress and executive branch created the legal basis for the transaction through Law 14,182/2021, published on July 13, 2021. The law provided for Eletrobras’ desestatização, or removal from state control.

The transaction itself had two components. Eletrobras issued new common shares in a primary public offering, increasing the overall number of shares. BNDESPar, the investment arm associated with Brazil’s development-bank system, also sold shares in a secondary offering. The offering was priced on June 9, 2022 and settled on June 14.

Those were important public-market milestones, but Eletrobras identifies June 17 as the date on which privatization was consummated after the relevant conditions precedent were met. For the completed transfer of control, June 17 is therefore the clearest historical date.

How the ownership change worked

The primary offering was the central mechanism for reducing the federal government’s relative position: new shares expanded Eletrobras’ share base, diluting the government’s voting stake. The secondary offering by BNDESPar also placed shares with investors.

Before the transaction, the federal government’s direct and indirect interest in Eletrobras common shares was 72.3%. By December 31, 2022, that interest stood at 47.24%, according to the company’s 2022 Form 20-F. Yet the legal and governance consequence was more significant than the remaining percentage alone might suggest: the government was no longer the controlling shareholder, and its voting power was capped at 10%.

The same cap applies to any other shareholder or group. Rather than transferring control from the state to a single private buyer, the structure left Eletrobras without a defined controller. For international readers, this is the key comparison: the company shifted from majority state control to a dispersed-ownership model, not to control by a new dominant shareholder.

Assets that remained under federal arrangements

The restructuring did not place every activity formerly associated with Eletrobras into the same ownership framework. Eletrobras transferred its interest in Itaipu to ENBPar, and it reduced its interest in Eletronuclear so that Eletronuclear was no longer consolidated by Eletrobras.

These arrangements matter because they distinguish the change in Eletrobras’ corporate control from the federal government’s continuing role in specific energy assets and entities. The 2022 transaction changed Eletrobras’ shareholder and governance structure; it did not mean the federal state withdrew from all areas connected with the group’s former operations.

A governance model that continued to matter

The ownership model remained legally and institutionally relevant after the 2022 transaction. In December 2025, Brazil’s Supreme Federal Court approved a settlement in ADI 7.385 concerning the federal government’s voting cap and its board-governance rights.

The settlement preserved the 10% voting cap. At the same time, subject to ownership thresholds, it allowed the Union—the federal government—to appoint three of Eletrobras’ 10 board members and one member of its fiscal council. The result preserved the dispersed-voting structure established in privatization while defining channels for federal representation in corporate oversight.

What the historical event does—and does not—establish

The documented result of June 17, 2022 was an ownership and governance change: Eletrobras ceased to be federally controlled, and voting rights became capped at 10% for each shareholder or group. It also separated specified interests involving Itaipu and Eletronuclear from Eletrobras’ prior structure.

The transaction alone does not establish outcomes for electricity tariffs, reliability, service quality, investment levels or energy security. Those would require separate evidence. What is clear from the 2022 record and the later Supreme Court settlement is that Brazil created a hybrid governance arrangement: Eletrobras has no defined controlling shareholder, while the federal government retains specified representation rights within a voting system that limits every investor’s formal voting power.