Ecopetrol Board Responds to Minority Shareholder Requests
Ecopetrol announced that its Board of Directors concluded a meeting on March 24, 2026, during which, among other matters, the following issues were discussed: "The communication sent by the UNION SINDICAL OBRERA titled 'Request for Dr. Ricardo Roa Barragan to Be Removed from His Position as President of Ecopetrol.' Requests submitted by minority shareholders, which make reference, among others, to the public disclosure-of the decision issued by the Office of the Attorney General of Colombia, regarding the formal charges against the President, the Board of Directors' analyses of this situation, and questions about the possible activation of default clauses in existing contracts and potential non-compliance with regulations applicable to Ecopetrol. The statement from attorney Diego Henao Vargas, legal representative of Luis Enrique Rojas Cuellar, former President of Hocol S.A., a subsidiary of the Ecopetrol Group, who issued a response to Hocol's statement titled 'Hocol Rejects Unfounded Allegations by a Former Company Official,' demanding-as far as Ecopetrol is concerned-the resignation of Ecopetrol's current president. This statement was in response to Hocol's press release and included, among other matters, a call for the resignation of Ecopetrol's current President. After a thorough and diligent review of these matters, the Board of Directors states the following: The Board recognizes its responsibilities under the applicable standards of due diligence and has been assessing the risks to the Company arising from various news reports concerning Dr. Roa. The Board gives great importance to the views of the employees represented by the USO, a historic labor union for the country and the Company. Ecopetrol reaffirms its commitment to constructive dialogue with stakeholders, to maintain operational continuity, and to create value for all its shareholders. With regards to the communication from minority shareholders, the Board addressed each issue raised, noting that on March 11, 2026, and through this channel, Ecopetrol disclosed the decision of the Office of the Attorney General of Colombia regarding the formal charges against the President. The Board also referenced the analyses conducted in relation to this matter, confirmed that, as of this date, there have not been violations of regulations governing Ecopetrol, nor breaches of credit agreements or other material contracts as a result of this situation, and stated that the Company has not received any notifications of requirements, investigations, orders, or ongoing proceedings from the competent securities market authorities. The Company is continuously monitoring proceedings of various types initiated against Ecopetrol and/or its legal representative. This ongoing monitoring underscores senior management's commitment to ensuring that investors and the public receive complete, accurate, and sufficient information." Ecopetrol's Board of Directors remains fully committed to safeguarding the interests of the company and the rights of its shareholders, while upholding the highest standards of transparency and good corporate governance.
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- Credit Rating Downgrade: S&P Global has downgraded Ecopetrol's global credit rating from BB to BB-, reflecting adjustments made to Colombia's sovereign credit rating, indicating the company's exposure to fiscal risks and economic vulnerabilities.
- Stable Outlook: Despite the downgrade, Ecopetrol maintains a stable outlook, underscoring its significance to the Colombian economy and its close relationship with the government, suggesting future ratings will align with Colombia's sovereign rating.
- Dividend Distribution Impact: In 2025, Ecopetrol distributed approximately COP 11.7 trillion in dividends to the government, resulting in a free cash flow to debt ratio of -5.0%, significantly below the expected 2.5%, highlighting the government's substantial influence over the company's cash flow.
- Investment and Transition: The company plans to allocate about 3.0% of its expected investments for 2026 towards Colombia's energy transition, supporting the development of cleaner energy sources, although ongoing fiscal challenges may constrain its future financial flexibility.
- Credit Rating Adjustment: On April 8, 2026, S&P Global Ratings downgraded Ecopetrol's global credit rating from BB to BB-, reflecting the downgrade of Colombia's sovereign credit rating and highlighting the fiscal risks and economic vulnerabilities faced by the company.
- Stable Outlook: Despite the downgrade, Ecopetrol's outlook remains stable, aligning with Colombia's outlook, indicating the company's critical role in national fiscal revenue generation and its strategic importance in the energy transition.
- Financial Performance Impact: In 2025, Ecopetrol distributed approximately COP 11.7 trillion in dividends to the government, demonstrating its significant contribution to national finances, but resulting in a free cash flow to debt ratio of -5.0%, significantly below the expected 2.5%.
- Future Risks: Should Ecopetrol's financial performance continue to weaken or its debt-to-EBITDA ratio approach 3.0x, further rating downgrades could occur, reflecting constraints on the company's future financial flexibility.
- New Appointment: Juan Carlos Hurtado Parra has been appointed as the acting president of Ecopetrol.
- Company Overview: Ecopetrol is a major Colombian petroleum company involved in the exploration and production of oil and gas.
- CEO Ouster: Ecopetrol's (EC) board removed CEO Ricardo Roa following corruption charges from Colombian prosecutors, highlighting the urgency for improved governance and accountability within the company.
- Legal Risks Intensify: Roa faces allegations related to influence peddling linked to a luxury apartment purchase in 2022, with potential additional charges for violating campaign spending limits, which could adversely affect the company's reputation and operations.
- Interim Leadership: COO Juan Carlos Hurtado will serve as interim CEO during Roa's leave until June 28, with a new president expected to be elected in August, potentially leading to a shift in the company's strategic direction.
- Union Pressure: The ousting follows pressure from Colombia's largest oil workers union, which threatened to strike unless Roa was dismissed, reflecting significant employee dissatisfaction with the company's governance and leadership.
- Loan Amount and Lenders: Ecopetrol has received approval for a loan of up to $1.25 billion from the Ministry of Finance, with participation from Banco Bilbao Vizcaya Argentaria, Bank of America, JP Morgan, and Bank of China, reflecting strong confidence from international financial institutions in its debt management strategy.
- Loan Purpose and Repayment Plan: The loan will be used to repay a $1.2 billion previous loan and $50 million of an outstanding balance, to be repaid in four equal installments over five years, aimed at optimizing the company's debt structure and reducing financing costs.
- Loan Terms and Risk Management: The loan agreement includes standard borrower default clauses, such as failure to pay principal or interest, ensuring that lenders can take action if the borrower's financial condition deteriorates, thereby enhancing the security of the loan.
- Company Background and Market Position: As Colombia's largest company, Ecopetrol accounts for over 60% of the country's hydrocarbon production and holds a significant position in the energy market across the Americas, with this financing expected to further solidify its market leadership.










