Sergio Rial, former CEO of Americanas, becomes a defendant at the CVM – 06/05/2023 – Market

The former CEO of Americanas, Sergio Rial, became a defendant last Friday (2) in one of the lawsuits filed at the CVM (Securities and Exchange Commission) for the way in which he denounced an accounting inconsistency at the retailer, responsible for the breach of R $20 billion in company accounts.

Rial was framed in articles of the Brazilian Corporation Law and CVM resolutions. If convicted, the executive may suffer from a fine to the suspension of authorization or registration to carry out their activities in the market.

According to the sanctioning administrative process, Rial is accused of not having kept confidential information sensitive to the company’s share price, which he obtained in a privileged way due to his position, without it having yet been officially communicated by the company itself to the market. .

This type of information must be communicated to the market by the Investor Relations officer, through a material fact attached on the CVM website, pursuant to Resolution 44 of the Securities and Exchange Commission. Rial, therefore, would not have followed the rules that exist to communicate this type of information.

The first communication about the scandal at Americanas took place via material fact signed by Rial and by the then director of Investor Relations at Americanas, André Covre, on January 11th.

But the information contained in the document was not clear enough, and was explained later by Rial himself in a videoconference, which had limited access to a small number of investors. Only after that did the executive record a public video with the main points addressed in the videoconference.

According to an excerpt from CVM Resolution 44, “the disclosure and communication of a material act or fact (…) must be made in a clear and precise manner, in language accessible to the investing public”, something that, in the understanding of the body, cannot be it happened.

“The issuer must disclose true, complete, consistent information that does not mislead the investor”, says an excerpt from another CVM resolution, n° 80, through which Rial was also accused in the process.

The document also mentions João Guerra, who assumed the presidency of Americanas as soon as Rial left office after the complaint. Guerra is accused of not immediately informing the Stock Exchange and not disclosing the event to the press, which has a relevant impact on the company’s business and on investor decisions.

Like Rial, if Guerra is convicted, he could suffer from a fine to suspension of authorization or registration to work in the market.