Website logo Illustration

AMERICANAS HOLDS FIRST SHAREHOLDERS' MEETING AFTER ANNOUNCING A DEFICIT AND RATIFIES A REQUEST FOR REORGANIZATION

AMERICANAS HOLDS FIRST MEETING AFTER LOSS ANNOUNCEMENT AND RATIFIES RECOVERY APPLICATION Americanas held its Ordinary and Extraordinary General Meeting (AGM) on Saturday morning, 29, with few surprises. It was the first meeting since the revelation of the R$20 million accounting gap, which followed the exposure of conflicts between the retailer and banks, internal debates on management and transparency. This time, the shareholders - who are not included in the measures relating to the accounting crisis and the judicial recovery - had their say. But only the equivalent of 42.4% of the share capital took part. There were protests against the leading trio, made up of Jorge Paulo Lemann, Carlos Alberto Sicupira and Marcel Telles. But the demonstrations did not stop the vote. One of the main topics of the meeting was on the agenda of the Extraordinary General Meeting (EGM), which immediately followed the AGM and involved a certain level of tension between the shareholders. It was the ratification of the judicial reorganization and the endorsement of any measures that the administrators might adopt in order to save the company. Both topics were approved by the majority of shareholders present. However, the approval of the 2022 accounts, the first item on the agenda, was postponed due to the adjustments being made to the balance sheet. Another tense topic is remuneration. The meeting approved the overall remuneration of directors in 2023 of up to R$40 million, of which R$35 million for seven directors and R$5 million for 12 management and fiscal directors. Of the total, R$28.4 million will be in salaries and pro-labore - R$25 million for the executive board and R$3.4 million for the board of directors. The other highlight was the vote on the names for the Board of Directors and the Fiscal Council. On the Board of Directors, whose members have a two-year term, most of the names were kept. However, on the recommendation of a minority shareholder, the name of lawyer Pierre Moreau was proposed, and he won the seat. Mauro Muratório Not was not re-elected. The other members of the Board of Directors remain: Carlos Alberto da Veiga Sicupira; Paulo Alberto Lemann; Cláudio Moniz Barreto Garcia; Eduardo Saggioro Garcia; Sidney Victor da Costa Breyer; and Vanessa Claro Lopes. The Bylaws allow the number of participants to be changed - from three to ten full members, with the possibility of electing up to the same number of alternates. But the shareholders rejected the idea. As for the Fiscal Council, a new seat was created. Thus, the body continues to include Carlos Alberto de Souza, Ricardo Scalzo and Vicente Antonio de Castro Ferreira, and has two new names: Raphael Manhães Martins and Elias de Matos Brito. Present at the meeting were representatives of former directors Anna Christina Ramos Saicali and José Timotheo de Barros, who were removed in the wake of the accounting crisis. The representatives abstained from all votes. Leonardo Coelho, the company's CEO, and Camille Faria, CFO, were also present. The topics related to changing the company's bylaws and approving the capital increase - within the stock option plan approved in August 2011 - were not voted on due to a lack of quorum.