Americanas, a major Brazilian retailer, recently began a transformative new era in corporate governance, marked by significant changes.
Two prominent board members, Carlos Alberto Sicupira and Paulo Alberto Lemann, left the Board of Directors.
This change happened during a shareholders’ meeting on Thursday. The assembly approved a new list of directors for the next two years.
The new board now includes Eduardo Saggioro Garcia and Luiz Fernando Ziegler De Saint Edmond.
Cláudio Moniz Barreto Garcia, Yuiti Matsuo Lopes and Paula Magalhães Cardoso Neves also joined.
Maria Rita Megre de Sousa Coutinho and Vanessa Claro Lopes complete the lineup. This arrangement follows major changes in retailer control.
Earlier this week, Jorge Paulo Lemann and his partners regained majority control over the Americans. They bought more than half of the company’s shares.
The turnaround marks a major pivot for the retailer after a major accounting scandal.
The scandal exposed massive fraud within the company’s financial statements earlier in 2023. Creditors were putting pressure on the controlling trio for a strong intervention.
An independent committee blamed the previous management for the fraudulent activities. The company then began a judicial recovery program to stabilize its finances.
Lemann, Sicupira and Telles committed to inject R$12 ($2.1) billion into the retailer. Lenders also converted $12 billion of debt into equity during a capital raise.
This move significantly diluted the stakes of existing shareholders. The influx of capital helped ease the company’s financial woes.
The trio increased their stake to 49.24% through these actions. They then exercised subscription bonuses issued at R$0.01 per share.
This strategic move strengthened their control, achieving a majority vote of 50.01%.
This reorganization at the top level of Americana represents a defining moment in the company’s history.
It underscores the vital role of strong corporate governance and vigilant oversight. These changes are intended to protect the interests of shareholders and ensure the integrity of the corporation.
