Signatures were forged in fictitious agreements with industrial companies; Unilever, P&G, and Philips were targeted

07/03/2024

---

Under the fraud scheme at Americanas, signatures of executives of manufacturing companies were digitally copied from real contracts, according to ongoing investigation — Foto: Bruno Peres/Agência Brasil

On March 9, 2019, Maria Christina Nascimento, working in Americanas for 35 years, since 1984, told Paula Faria, from commercial support, that she urgently needed to fix a problem involving fictitious authorizations for cooperative advertising fund allocation with suppliers.

“Colgate and Multilaser each have 2 signatures and they are identical. They are [placed] in the exact same position on the line and in the same fit,” said Ms. Nascimento, who was Ms. Faria’s boss in the department, in a Whatsapp message. The same thing happened with the L’Oréal invoice.

Ms. Faria countered by saying that the signature was repeated because it was always the same person who signed the contracts with Lojas Americanas suppliers. Ms. Nascimento, however, demanded a quick solution.

“Although it is the same person, they would not sign exactly alike on the same signature line. Help me! I need to fix this today,” the boss urged.

Under the fraud scheme, the signatures of executives of manufacturing companies were digitally copied from real contracts, filed within Americanas, and then pasted into forged contracts.

The problem is that the repeated signatures were identical on the forged agreements. And that could raise suspicion among auditors, who checked contracts on a sample basis.

The text messages are part of a Federal Police request for provisional remedy submitted to the Court last week and reviewed by Valor. On the 27th, the Federal Police launched “Operation Disclosure” with 15 warrants targeting former Americanas executives.

According to investigations by the Federal Prosecution Service (MPF) and the Federal Police, a scheme was in place for writing a series of forged contracts in the online operation of B2W (Submarino, Shoptime, Americanas.com), and Lojas Americanas, which happened with the endorsement of the top management.

Plea bargainer Marcelo Nunes told the MPF that, in 2021, there were R$1.4 billion in cooperative advertising funds, for annual net revenue of R$27 billion. Mr. Nunes did not inform whether the amount was all related to the fraud scheme.

The forgery was internally dubbed as “supplementary collection” and started in 2012, according to preliminary data gathered by the authorities. Former CEO Miguel Gutierrez, now living in Madrid, Spain, mentioned that date in a 2017 email exchanged with Carlos Padilha, then chief financial officer at Lojas Americanas. Both are being investigated by authorities.

The fund forgery was made to boost the group’s results. The fictitious figures were recorded as credits. In the case of Lojas Americanas, they reduced the Cost of Goods Sold (COGS) and, therefore, improved gross profit. At B2W, they also improved COGS and reduced marketing expenses.

In practice, as the funds did not exist, the documents were forged just to meet possible requests for verification by the audit.

In addition to the signature issue, there was another headache for the alleged fraud organizers. There were “good and bad” fictitious contracts.

In a 2019 text message exchange, Ms. Nascimento said that the Multilaser and L’Oréal forged contracts were “good” but there were other “not so good” forged contracts.

“If they get the good ones, I think it will work,” said Ms. Nascimento, commenting on the hypothesis that the documents would receive approval from KPMG auditor Carla Bellangero, in charge of the account at the time.

Ms. Bellangero was at the Americanas Investigative Parliamentary Committee (CPI), in August 2023, and presented indications that she had been deceived by the retailer. KPMG was the retailer’s auditor from 2016 to October 2019, when it was replaced by PwC shortly after meeting the mandatory minimum timing, as ordered by the rule on auditor rotation for public companies.

In another conversation, on February 23, 2018, Ms. Nascimento asked Ms. Faria to correct the fictitious funds. She claimed that the chocolate manufacturer Garoto’s contract had three signed fund authorizations, while the “cover” of the letter displayed a different date compared to the document. Ms. Faria said she would fix the problem.

Just two days earlier, on February 21, 2018, KPMG’s Ms. Bellangero met with Flávia Carneiro, then controller superintendent at Lojas Americanas, according to a Whatsapp message.

“Carla is still here,” Ms. Carneiro told Ms. Nascimento in the text message. “It’s tough. Better send it today,” she asked, regarding the 2018 forged letters.

In January 2024, Flávia Carneiro entered an agreement with the MPF to become a plea bargainer and handed over to the authorities documents and text messages that formed the basis for the investigation.

In the forgery process, dates and amounts were changed, but not industry registration data.

Christina Nascimento is being investigated for racketeering, use of insider information, and market manipulation. She is included on the list of 14 former executives targeted for search and seizure by the Federal Police on the 27th. Paula Faria’s name is not on the list. Some former employees have not yet been targeted by the Federal Police and could join a group of people who probably have been coerced into participating, according to MPF suspicions. The investigation is still ongoing.

There are 27 companies targeted for the alleged fraud scheme in the retailer in different years, according to authorities and plea bargainers in the provisional remedy. The list includes all types of companies, but there are a greater number of large groups.

“That helps to generate many contracts, as it is natural for a multinational company to have a large advertising budget. And the more contracts, the harder it is for an auditor to identify an error,” says a superintendent who negotiated contracts with Americanas.

Among the 27 companies are Unilever, Colgate, L’Oréal, J&J, Mondelez, Coty, Hasbro, BIC, Oi, Tramontina, and 18 more, in just a few weeks of 2016, 2017 and 2019, according to emails and text messages.

In 2016, seven companies, including Philips, Sony, and Black & Decker, were mentioned in text messages involving the forgery of funds.

Cooperative funds are widely used in retail, and they include a variation that can facilitate fraud.

At Americanas, there were three types: linked to the store’s purchasing targets with industries, linked to some loans negotiated with suppliers, and linked to price cuts in promotions. Industrial companies backed part of the promotion. “Each cooperative advertising fund agreement is one agreement, they are never the same. Perhaps that’s why it was so easy to forge it as the company wanted,” says another supplier.

Also according to the Federal Police, plea bargainer Marcelo Nunes said KPMG carried out processes for checking information with suppliers through a sample basis. The Americanas’s commercial department would contact manufacturers so that they could confirm the fund information.

Mr. Nunes did not provide further details of how that was done but affirmed that suppliers were unaware of the scheme and were deceived. Americanas’s commercial support area took statements from manufacturers confirming the total amounts, including real and fictitious, and sent them to auditors.

“As there are so many amounts involved, it is not easy to realize that you are being deceived,” says one factory superintendent. “Also, because industrial companies made a lot of money with Americanas, which always paid full price for products, their commercial relationship was good, and no one would want to create a problem,” the superintendent says.

The fraud step-by-step process involved a few people. The forged amounts were recorded in an Excel file, one by one, manually, by the commercial support area. The file would be named version 1, 2, or 3 depending on how many versions there were. The real list was called “version 0.”

Then, that was forwarded to the shared services center (SSC), which entered the data into the system, without checking it. The information technology area granted access to the system to a select group of people, who were part of the fraud scheme.

Based on Whatsapp text messages, executives said CEO Gutierrez received all file versions. The former CEO claims he was unaware of the fraud.

According to a third manufacturer, there is no expectation in the market of any legal action against Americanas as, in the reorganization plan, collaborating creditors committed not to litigate against the company.

As agreed, there is also no possible litigation against primary shareholders Beto Sicupira, Marcel Telles, and Jorge Paulo Lemann. Their names were not mentioned in the Federal Police’s provisional remedy and the MPF claims that the board of directors (which includes the partners or those appointed by them) were deceived.

When contacted, the mentioned companies Oi, Candide, Philips, and Colgate did not respond. Nadir Figueiredo says it is unaware of the facts and documents. The company claims that, if there were forgery of data, it occurred without its approval. Nestlé, the owner of Garoto, says it has no base to comment on.

Allied claims it is unaware of the facts and added that bonuses are common and that the amount mentioned in the list of funds has been released. Unilever responded that it does not comment on ongoing investigations. The other companies did not immediately respond to Valor’s inquiries. Paula Faria and Christina Nascimento could not be reached to comment.

*Por Adriana Mattos — São Paulo

Source: Valor International

https://valorinternational.globo.com/