Americanas 2026
Coordinate Americanas minority shareholders seeking compensation for disclosure-related harm through arbitration before B3’s Market Arbitration Chamber, based on the Brazilian Corporations Law and Novo Mercado Regulations.
01 — Context
In January 2023, Americanas S.A. announced the discovery of "accounting inconsistencies" of approximately BRL 20 billion, an episode that became the largest accounting scandal in the history of Brazil’s capital markets. Public investigations indicated that supplier financing operations known as "risco sacado" were recorded in a way that artificially reduced debt and inflated the company’s results over several financial years. The collapse in share value affected hundreds of thousands of minority shareholders.
02 — Identified issue
Investors who acquired Americanas shares while its financial statements were distorted made decisions based on information that did not reflect the company’s actual situation. Individually, each minority shareholder has limited capacity to respond; collectively, a claim can be brought before a specialized and technically appropriate forum.
03 — Measures and activities
- 01Coordinating and organizing minority shareholders interested in participating in the claim.
- 02Monitoring arbitration proceedings before B3’s Market Arbitration Chamber.
- 03Producing and sharing informational content on investor rights in the Americanas case.
- 04Institutional dialogue with market bodies and investor advocacy organizations.
04 — Timeline
- Jan/2023Americanas announces "accounting inconsistencies" of approximately BRL 20 billion; shares plunge on B3.
- 2023Public investigations and an independent committee report detail accounting fraud involving supplier financing ("risco sacado").
- 2023B3 concludes enforcement proceedings (Decision 402/2023-DIE), recognizing governance failures and directors’ responsibilities.
- Jan/2026Instituto Empresa files a request for arbitration before B3’s Market Arbitration Chamber on behalf of minority shareholders.
05 — News and updates
- G1 — "Americanas admits and details accounting fraud five months after the scandal" (Jun/2023) — opens in a new window
- CNN Brasil — "Americanas, six months later: how we got here" (Jul/2023) — opens in a new window
- Bloomberg Línea — "Americanas' $4 Billion Meltdown Hits 3G Billionaires" (Jan/2023) — opens in a new window
06 — Frequently asked questions
- Who can participate in this initiative?
- Individuals and legal entities that held or acquired Americanas shares (AMER3 and predecessor shares) during the period when the company’s financial statements were distorted.
- What is the legal basis for the claim?
- The Brazilian Corporations Law (Law No. 6,404/1976), particularly provisions on abuse of controlling power (Articles 116 and 117), directors’ duties and responsibilities (Articles 153–157) and liability for information disclosed to the market (Article 246), together with Novo Mercado Regulations and CVM disclosure rules. The claim concerns direct disclosure-related harm to investors.
- Why arbitration rather than court proceedings?
- Americanas is listed on Novo Mercado, whose regulations designate B3’s Market Arbitration Chamber as the forum for disputes between the company, controlling shareholders, directors and shareholders. Arbitration is the specialized forum provided for this type of dispute.
07 — Contact and expression of interest
Would you like to express interest in this initiative?
Registration for the arbitration proceedings is now closed. Express your interest in participating in other measures related to the case. An expression of interest is informational and does not create any relationship, contract or expectation of compensation.
08 — Legal notices and clarifications
Each initiative has its own scope. Instituto Empresa’s work is institutional and does not represent a promise, guarantee or expectation of compensation, results or gains. It does not replace individual legal, accounting, financial or investment advice. The Institute is not a law firm and does not provide individual legal services.