CVM Bars Ex-Petrobras Executive Nestor Cerveró for 15 Years, Fines Him 16.1 Million Reais

Brazil’s securities regulator has formally detailed its ruling in the long-running Pasadena refinery case, barring former Petrobras executive Nestor Cuñat Cerveró from serving as an officer or fiscal council member of a listed company for 15 years and fining him 16.1 million reais. In a session held on Oct. 27 and summarized publicly on Wednesday, the Comissão de Valores Mobiliários, or CVM, said Cerveró acted with “desvio de poder” and violated his duty of loyalty in connection with Petrobras’ acquisition of the Pasadena refinery.

The regulator also declared punishment time-barred for a list of other former Petrobras administrators, including former Brazilian President Dilma Rousseff, who chaired Petrobras’ board when the company approved the 2006 purchase. It said the extinction of punishment applied to former Petrobras executive Paulo Roberto Costa because he died on Aug. 13, 2022. Others deemed time-barred were José Sérgio Gabrielli de Azevedo, Almir Guilherme Barbassa, Guilherme de Oliveira Estrella, Renato de Souza Duque, Ildo Luis Sauer, Antônio Palocci Filho, Fábio Coletti Barbosa, Cláudio Luiz da Silva Haddad and Gleuber Vieira.

The CVM board unanimously followed reporting director João Accioly in the Pasadena case. Director Igor Muniz recused himself and did not take part in the judgment, the regulator said. The sanctions against Cerveró were temporary ineligibility for 15 years and a fine of 16,122,750 reais, which the CVM said was equal to three times the economic advantage obtained. Cerveró can appeal to the Conselho de Recursos do Sistema Financeiro Nacional, an appeals body for Brazil’s financial system, and that appeal may have suspensive effect.

The Pasadena refinery deal has for years been one of Petrobras’ most scrutinized legacy transactions. Petrobras bought an initial 50% stake in the Texas refinery in 2006 and, after litigation with seller Astra/Transcor, acquired the remaining stake in a 2012 settlement worth $820.5 million. The transaction became a major subject of audits, court disputes and investigations during the broader Lava Jato era, helping keep attention on decisions made by Petrobras executives and directors.

The CVM case is an administrative securities-law proceeding, not a criminal judgment. The regulator’s summary also included an important qualification on the claims against the other former administrators: “Caso superada a prescrição, a decisão é pela absolvição da acusação de violação ao dever de diligência por exame de mérito.” In other words, if the statute of limitations issue were set aside, the board said it would acquit on the merits of the allegation that they breached their duty of care. That leaves Cerveró as the sole former Petrobras official sanctioned in this decision, on loyalty-related grounds rather than on the separate duty-of-care accusation.