By Brazil Stock Guide – Brazil’s securities regulator said it has identified former Americanas chief executive Miguel Gutierrez as the main architect of what it calls the largest corporate fraud in the country’s capital-markets history, concluding a 264-page charging brief that estimates losses at roughly R$20 billion. The case, led by the enforcement arm of the Comissão de Valores Mobiliários (CVM), has been converted into a formal sanctions proceeding and names 31 defendants, including the retailer Americanas itself.
According to the CVM, the alleged scheme was designed and executed under Gutierrez’s leadership to manufacture profits that matched internal budgets and market expectations. Investigators say the process routinely began from real—often negative—results and converted them into fictitious gains through month-end adjustments that inflated margins without generating cash. The regulator says the practice was systemic and recurrent, with the participation and knowledge of senior management, distorting the company’s financial statements for years.
The charging document details a dual mechanism at the core of the fraud. On one side, the company allegedly booked fictitious cooperative advertising credits with suppliers to artificially reduce cost of goods sold, boosting gross profit and EBITDA. On the other, it concealed its true indebtedness through supplier-financing operations that were improperly classified as operating payables, masking bank debt and understating financial leverage. The CVM also describes active efforts to deceive external auditors, including fabricated documentation and pressure on banks to alter confirmation letters so the exposure would not be revealed.
Gutierrez faces six accusations, including leadership and orchestration of the scheme, accounting manipulation, fraud against auditors, misuse of insider information and inducing the market into error. The regulator says he sold roughly R$158 million worth of shares before the accounting hole was disclosed in January 2023, using prior knowledge of the company’s true financial condition. The CVM concludes that the conduct represented an unprecedented breach of fiduciary duty, keeping investors misinformed while bonuses tied to fabricated results were paid, as the case now moves toward judgment.