Former CFO of Publicly Traded Brazilian Company Charged in Fraud Scheme

Monday, April 18, 2022

Former CFO of Publicly Traded Brazilian Company Charged in Fraud Scheme

A superseding indictment was unsealed today in the Southern District of Iowa charging the former Chief Financial Officer (CFO) of publicly traded reinsurance company, IRB Brasil Resseguros SA, aka IRB Brasil RE (IRB), for fraudulently propping up its stock price by spreading false information that U.S. investment firm Berkshire Hathaway Inc. had invested in IRB.

According to court documents, Fernando Passos, 39, of Brazil, allegedly executed the fraud scheme beginning in February 2020, after an investment company published a report questioning the accuracy of IRB's financial statements and announcing that the investment company had taken a short position against IRB's stock. IRB's stock price dropped in the wake of the report. In response, Passos allegedly developed and executed a scheme to mislead shareholders and the investing public by disseminating and causing to be disseminated materially false information that Berkshire Hathaway had invested in IRB, despite knowing the U.S. investment firm had not made such an investment. Passos discussed his plans to spread this materially false information with IRB investor relations employees. In one text message described in the indictment, Passos stated, "I will spread this story that berk [i.e., Berkshire Hathaway] bought 28MM of shares," and added, "then it becomes true."

As part of the fraud scheme, the superseding indictment alleges, Passos falsified documents and information to support his claims that Berkshire Hathaway was an IRB shareholder and caused this information to be provided to members of the press, several of IRB's directors, and IRB investors. News outlets in both Brazil and the United States began incorrectly reporting that Berkshire Hathaway had invested in IRB. Following the news coverage, on the evening of March 3, 2020, Berkshire Hathaway issued a press release stating that it was not currently, had never been, and had no intention of becoming a shareholder in IRB. On March 4, 2020, after Berkshire Hathaway's press release, IRB's stock price dropped, causing significant shareholder losses.

IRB, which is based in Brazil, trades on Brazil's B3 exchange and has shareholders around the world, including in the United States.

Passos is charged with one count of securities fraud and three counts of wire fraud. If convicted, he faces up to 20 years in prison on each count. A federal district court judge will determine any sentence after considering the U.S. Sentencing Guidelines and other statutory factors. He remains at large.

Assistant Attorney General Kenneth A. Polite, Jr. of the Justice Department's Criminal Division and Inspector in Charge Eric Shen of the U.S. Postal Inspection Service's Criminal Investigations Group made the announcement.

The U.S. Postal Inspection Service is investigating the case.

Trial Attorney Kate McCarthy of the Criminal Division's Fraud Section is prosecuting the case.

The Fraud Section uses the Victim Notification System (VNS) to provide victims with case information and updates related to this case. Victims with questions may contact the Fraud Section's Victim Assistance Unit by calling the Victim Assistance phone line at 1-888-549-3945 or by emailing [email protected]. To learn more about victims' rights, please visit: http://www.doj.gov/criminal-vns/victim-rights-derechos-de-las-v-ctimas. If you believe you are a victim of the conduct described in the Passos indictment, please visit http://www.doj.gov/criminal-vns/case/Passos.

An indictment is merely an allegation and all defendants are presumed innocent until proven guilty beyond a reasonable doubt in a court of law.

Press Release Number:

22-392

Updated April 18, 2022