Creditors of the Fictor Group, which is undergoing judicial reorganization with debts of R$ 4.3 billion, have asked the court to remove Laspro Consultores, the judicial administrator of the reorganization, after the company defended a calculation methodology that deducts from investors' credits amounts already received before the reorganization request.
The creditor would therefore no longer be entitled to the value of the investment plus the promised but unpaid returns. Under Laspro's proposal, the credit would correspond to the difference between the amount invested and the amounts already received as redemptions, profits or returns, adjusted for inflation (IPCA) and legal interest up to the date of the request for judicial reorganization.
The court-appointed administrator's argument stems from the understanding that the joint venture agreements (SCPs) used by Fictor to raise funds from investors were sham.
According to Laspro, although these contracts had the appearance of a corporate structure, they concealed a fixed-income operation, since investors received pre-established monthly payments with no direct link to the profit generation of the businesses.
The discussion about the nature of SCPs is not new, and since 2023, the CVM (Brazilian Securities and Exchange Commission) has been investigating potential irregularities in the fundraising model used by Fictor .
Since Fictor would not have legal authorization for this type of fundraising, the administrator argued that the contracts should be considered null and void and that the relationship should be governed by the rules of a loan, with adjustments based on the IPCA (Brazilian inflation index) and legal interest up to the date of the request for judicial reorganization.
Laspro further justified the proposal based on the principle of parity among creditors. According to the judicial administrator, allowing these creditors to claim the full amount of the contribution, without deducting what they have already received, would represent undue favoritism towards those who received nothing before the crisis and could constitute unjust enrichment.
In the petition requesting the removal of Laspro, lawyer Felipe Gosuen, who represents more than 300 creditors of Fictor, says that the proposal "constitutes a distortion of its public function, providing a true consulting service in favor of reducing the liabilities of the companies undergoing judicial reorganization."
“Not even Fictor itself — the mastermind behind the financial architecture and illicit fundraising — had the audacity to formulate such a damaging request to creditors in its initial petition,” states Gosuen. “The Judicial Administrator’s argument is a true legal aberration.”
Gosuen argues that if the contract was sham to defraud the CVM (Brazilian Securities and Exchange Commission) or the financial system, the fraud was orchestrated by Fictor and, therefore, the company could not have its liabilities forgiven or reduced as a "reward" for having perpetrated a fraud.
Laspro has been involved in the case since the initial stages of the process and, after the approval of the judicial reorganization on April 17th, began acting as the judicial administrator of the Fictor Group. Since then, its reports and expert opinions have served as one of the main sources of information about the conglomerate's financial structure.
In the documents already presented to the court , the administrator pointed out accounting inconsistencies, evidence of asset commingling, low or no operational generation in some of the group's companies, and significant transactions between companies linked to Fictor and related parties.
In its first monthly report, Laspro also identified unsigned balance sheets, missing bank statements, accounts linked to shareholders' CPF numbers (Brazilian individual taxpayer registration numbers), and Pix transfers to individuals later classified as loans to related parties.
Laspro's proposal for recalculating the credits was also questioned by other lawyers in the case. In a petition, Thábata Fernanda Suzigan, who is acting on her own behalf and represents 83 other creditors, described the methodology as a formula that would drastically reduce the victims' credit.
“The amounts received in the past by the Creditors were paid by the Companies Under Reorganization as part of the very mechanics of the fraud, to give the appearance of legitimacy and attract new investments. The creditors received them in absolute good faith, believing that they were legitimate income from a valid business,” says the lawyer.
Another group of creditors, represented by lawyer Paulo Henrique Inoue, also challenged Laspro's statement. In the petition, he argues that judicial reorganization is not the appropriate environment to incidentally declare the nullity of the SCP contracts and automatically convert the operations into loans, a measure that, according to him, would require full adversarial proceedings, expert analysis, and individualized analysis of the contracts.
The dispute over the calculation of credits is occurring at a crucial stage of the judicial reorganization process. According to the procedural schedule released by Laspro itself, the deadline for creditors to submit claims and objections ended on June 2nd, and the judicial reorganization plan for the Fictor Group must be presented to the court by June 23rd.
The stay period, during which actions and executions against the companies undergoing judicial reorganization are suspended, is scheduled to end on August 25.
