Corporate Investigations Newsletter – January 2026

The Corporate Investigations Newsletter aims to provide information on the main media news, trends, cases, and legislation concerning compliance, white-collar crime, competition and international trade matters in Brazil and abroad. This newsletter is for informative purposes only, and should not be used for decision making. Specific legal counseling may be provided by our legal team.

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Compliance and Investigations, White-Collar Crime, Competition, and International Trade and Customs teams

Brazil’s CGU and Federal Police dismantle fraud scheme involving public healthcare funds in Juazeiro, Bahia

On January 28, 2026, the Brazilian Office of the Comptroller-General (“CGU”), in a joint operation with the Federal Police, launched Operation Litíase to dismantle a criminal scheme involving the steering of public procurement processes in the city of Juazeiro, in the state of Bahia. The investigations identified significant misappropriation of federal funds intended for Brazil’s Unified Health System (“SUS”), particularly for medical and hospital services.

The inquiry conducted by the CGU revealed that the Juazeiro municipal government rented a real estate facility to provide urgent care and pediatric inpatient services during the pandemic without meeting the minimum technical requirements to justify such procurement. Suspicions of bid rigging were identified in the procurement procedures for the facility lease, as well as in payments made without evidence that the contracted services had been provided.

The irregularities involved payments exceeding BRL 13 million to the companies under investigation, of which approximately BRL 7 million were funded by SUS. To further advance the investigation, six search and seizure warrants were carried out in the city, including the participation of CGU teams, and approximately 30 Federal Police officers.

The CGU emphasizes that society can contribute to combating irregularities through the Fala.BR platform, which allows the submission of reports, including anonymously. Citizens are advised to indicate the name of the operation and the state where it took place when submitting a report, thereby strengthening integrity and transparency in Public Administration.

For more information, please access the full article.

Brazil’s CGU and AGU enter into a BRL 31 mi leniency agreement with agribusiness companies

On January 26, 2026, Brazil’s CGU and Federal Attorney General’s Office (“AGU”) formalized a leniency agreement with the companies JBJ Agropecuária Ltda. and Prima Foods S.A., both operating in the animal protein production sector. The agreement, executed under Law No. 12,846/2013 (“Anti-Corruption Law”), provides for the payment of slightly more than BRL 31 million to the Federal Government as compensation for the damage arising from unlawful acts committed between 2012 and 2019 in the state of Goiás.

The irregularities identified concern the payment of undue advantages to agricultural inspectors linked to Brazil’s Ministry of Agriculture and Livestock (“MAPA”), within the scope of Operation Conduta de Risco II. The companies actively collaborated with the investigations, providing documents and information that contributed to holding public officials involved in the unlawful acts accountable. As a result, the agreement brings an end to the administrative and civil repercussions applicable to the companies.

During the negotiation process, the CGU assessed the companies’ integrity programs, including their Code of Ethics, compliance policies, and internal control mechanisms. As an additional commitment, JBJ and Prima Foods will have to update and strengthen their governance and compliance systems, implementing more robust control and inspection measures to prevent further irregularities.

The CGU further noted that, since 2017, 36 leniency agreements have been executed with companies investigated for harmful acts under the Anti-Corruption Law, the Administrative Improbity Law, and the Public Procurement Law, resulting in more than BRL 20 billion being returned to the public coffers. In addition to the financial impact, the agreements have consolidated structural integrity practices in the private sector, reinforcing the culture of prevention and collaboration with the Public Administration.

For more information, please access the full article.

Brazil’s CGU imposes BRL 211 mi in sanctions for fraud in public contracts

On January 20, 2026, the CGU announced administrative sanctions against nine companies for fraudulent practices in bidding procedures and contracts funded with federal resources. The total amount of the fines exceeds BRL 211 million, arising from investigations linked to Operations Lava Jato, Fiat Lux, and Topique, as well as irregularities identified in contracts executed with Transpetro and the Regional Superintendence of the National Social Security Institute (“INSS”) in the Northeast.

The penalties include a five‑year declaration of ineligibility to contract with Brazil’s Public Administration, the prohibition on participating in bidding procedures, and the requirement to publish the sanctioning decisions. Within the context of Operations Lava Jato and Fiat Lux, SNC-Lavalin Inc. – through its subsidiary, Marte Engenharia – was held liable for transferring undue advantages to public officials of Eletronuclear, resulting in its declaration of ineligibility.

Operation Topique revealed a fraudulent scheme in school transportation contracts funded by the National Education Development Fund (“FUNDEB”). Five of the companies involved were sentenced to pay fines, totaling more than BRL 175 million. The CGU also ordered that these companies be barred from contracting with the Federal Government for five years  and proceeded with the piercing of the corporate veil, holding the partners involved in the irregularities directly liable.

Within the scope of the INSS, the CGU verified serious deficiencies in an electronic surveillance contract, resulting in a BRL 36.7 million fine against the contracting company, which was also declared ineligible. In parallel, companies that had contracts with Transpetro were sanctioned for bid rigging and for paying bribes to public officials.

For more information, please access the full article.

Interfarma supports and advances the expansion of Pacto Brasil

On January 23, 2026, the CGU announced the accession of Associação da Indústria Farmacêutica de Pesquisa (“Interfarma”) as an institutional supporter of the Pacto Brasil for Corporate Integrity – an initiative that seeks to strengthen the culture of integrity in the Brazilian private sector. The accession represents a significant step forward in expanding the program’s reach, which brings together companies and entities committed to high standards of ethics, transparency, and corporate governance.

With Interfarma’s entry, Pacto Brasil strengthens its proposal for sector-wide engagement, encompassing strategic segments of the national economy. The initiative encourages companies to advance their integrity programs, aligning internal practices with internationally recognized compliance guidelines, while also promoting ongoing cooperation between the public and private sectors in preventing fraud and corruption.

The CGU emphasized that Interfarma’s institutional support contributes directly to spreading best practices within the business environment, reinforcing the commitment of its member organizations to integrity and corporate responsibility. This partnership strengthens Pacto Brasil‘s mission to consolidate a robust integrity agenda, based on incentives, monitoring, and the optimization of compliance mechanisms.

The announcement also highlights the growing recognition, by domestic and international entities, of Pacto Brasil‘s importance as a reference in fostering corporate integrity. The expansion of the network of supporters strengthens Brazil’s governance ecosystem and further underscores the CGU’s role in coordinating public policies to foment more ethical, transparent, and competitive corporate environments.

For more information, please access the full article.

Brazil’s TRF-3 acquits businessman accused of tax evasion for lack of intent

The 11th Panel of the Federal Regional Court of the 3rd Region (“TRF-3”) unanimously acquitted a businessman accused of evading approximately BRL 170 million in federal taxes. Although the materiality and authorship of the offense were acknowledged, the panel concluded that there was no intent – an essential element for characterizing the crimes established in Article 1st of Law No. 8,137/1990. According to the Court, the defendant acted based on a mistaken interpretation of the legislation, adopted upon the advice of a tax consultant, characterizing factual mistake, under the terms of Article 20 of the Code of Criminal Procedure (“CPP”).

The decision overturned the judgment handed down by the 1st Federal Court of Limeira (in São Paulo), which had imposed a sentence of four years and six months of imprisonment. The reporting justice, Federal Appellate Judge Nino Toldo, emphasized that there was no deliberate fraud. The judge also mentioned, as corroborating evidence, the fact that the Brazilian Federal Revenue Office (“RFB”) applied only a 75% fine, and not the qualified 150% fine, which is reserved for cases involving intent, fraud, or collusion – an essential indicator of the absence of criminal intent, even though not binding in the criminal sphere.

As a result, the Court excluded all criminal charges and acquitted the businessman, while preserving the independence of the courts. Discussions regarding the tax liability remain pending in the administrative and civil spheres.

For more information, access the article in full.

Brazil’s STJ authorizes home search warrants starting at 5 a.m.

The Third Panel of the Superior Court of Justice (“STJ”) ruled, by a majority, that home search and seizure warrants can be served starting at 5 a.m., even if there is no sunlight at the time of the operation. The panel followed the vote of the reporting officer, Justice Sebastião Reis Júnior, who highlighted that the Abuse of Authority Law (Law No. 13,869/2019) establishes objective time parameters, defining any execution of a warrant before 5 a.m. and after 9 p.m. as unlawful.

The specific case concerned the legal nature of a search conducted at 5h05 a.m. at the home of a lawyer investigated in Operation Escoliose. The operation investigates the alleged activities of a criminal organization involved in irregularities in Rio Grande do Norte’s healthcare sector, including overpricing schemes and undue favoring of private companies. The defense argued that the search violated Article 5, XI, of the Constitution, as well as Article 245, of the CPP, advocating for an interpretation of “daytime hours” based on natural criteria – especially involving the existence of sunlight.

By denying the appeal, Justice Sebastião Reis Júnior stressed that, although the Constitution and the CPP refer to “daytime hours”, the historical controversy over the concept of “day” and “night” has been overcome by Article 22, paragraph 1, III, of Law 13,869/2019, which classifies searches executed outside the 5 a.m. to 9 p.m. interval as abuse of authority. Thus, according to the reporting officer, “the regulation does not refer to the beginning of the day or to sunlight, but rather establishes a clear and defined time”.

With this understanding, the Third Panel established that the time frame provided for in the Abuse of Authority Law must be applied as an objective parameter, so that searches initiated at 5 a.m. are valid, regardless of the lighting conditions at the location. The appeal was dismissed, and the validity of the operation and the evidence obtained were upheld.

For more information, access the article in full.

Taxpayer Rights Code incorporates category of “persistent debtor” and strengthens criminal enforcement of tax‑related offenses

On January 09, 2026, Brazil’s President sanctioned Complementary Law No. 225/2026, which establishes the Taxpayer Defense Code (“CDC”) and establishes rights, guarantees, and duties applicable nationwide. The regulation provides for clear parameters for the conduct of the tax administration, protects compliant taxpayers, and strengthens measures against persistent debtors – that is, those taxpayers who use repeated non-payments as a business strategy.

Once the classification as a persistent debtor is confirmed (objective criteria at the federal level), the taxpayer loses the right to extinguish criminal liability through the payment of taxes for crimes against the Brazilian tax system (Laws No. 8,127 and 9,249), as well as for social security misappropriation and evasion of social security contributions. In practical terms, subsequent payment no longer excludes criminal prosecution, exponentially increasing the criminal risk and the need for early defense responses.

In addition to the criminal consequences, the CDC also provides for administrative restrictions on persistent debtors, such as a ban on tax benefits, a ban on taking part in bids and contracting with the public authorities, as well as the possibility of having registration disqualified – with a faster administrative procedure to mitigate distortions of competition. Additionally, the CDC maintains taxpayers’ express rights (clear communication, access to proceedings, and a decision within a reasonable time) and imposes duties on tax authorities to reduce litigation and encourage cooperative compliance.

The law was sanctioned with vetoes on extended benefits in compliance programs and relaxed rules on guarantees due to fiscal risk and the absence of precise legal criteria. Despite this, the CDC maintains mechanisms to encourage compliant payers and foster compliance programs, while increasing the criminal risk for those who adopt repeated non-payments as a business model.

For more information, access the article in full.

Brazil’s Federal Police launches second phase of Operation Compliance Zero

On January 14, 2026, the Federal Police (“PF”) launched the second phase of Operation Compliance Zero, aimed at investigating organized criminal offenses and fraudulent management of financial institutions. The second phase is the result of the investigations that were initiated in 2024 and intensified after the first phase, launched in November 2025.

In this phase, Brazil’s PF conducted 42 search and seizure warrants in several states – including São Paulo, Bahia, Minas Gerais, Rio Grande do Sul, and Rio de Janeiro – as well as measures to seize and block assets and amounts in excess of BRL 5.7 billion, ordered by the Federal Supreme Court (“STF”). The measures aim to identify asset transactions and investigate the alleged manufacture and commercialization of invalid credit instruments by financial institutions.

The operation was prompted by the Federal Public Prosecutor’s Office (“MPF”), which identified evidence that artificial credits had been generated by one financial institution and sold to another, and that these were subsequently replaced without proper technical assessment.

The second phase seeks to gather evidence on the scope of the scheme and the potential involvement of other agents in the operational and financial core of the irregularities.

For more information, access the article in full.

CADE approves acquisition of Empresa Metropolitana de Águas e Energia by SABESP, without restrictions

On January 20, 2026, Brazil’s Administrative Council for Economic Defense (“CADE”) unanimously rejected the appeal filed by Phoenix Água e Energia S.A. against the acquisition of control of Empresa Metropolitana de Águas e Energia (“EMAE”) by Companhia de Saneamento Básico do Estado de São Paulo (“SABESP”).

The company Phoenix had qualified as an intervening third party in the merger, alleging competitive risks related to the management of the Billings and Guarapiranga reservoirs, both located in São Paulo. The company argued that there were potential conflicts between water and energy uses, including their impacts on competition for sanitation concessions.

However, CADE’s General Superintendence (“GS”) concluded that there was no harm to competition, emphasizing the strong regulatory framework governing the energy and water sectors, as well as the absence of significant overlaps between the parties.

As a result, the decision to approve the transaction without restrictions was upheld. In his vote, the Reporting Commissioner José Levi Mello do Amaral emphasized that Phoenix had no legal standing to appeal the GS’ decision.

For more information, access: CADE grants final approval for SABESP’s acquisition of EMAE.

CADE initiates public consultation on amendment to internal bylaws

On January 23, 2026, CADE opened a public consultation on a proposed amendment to its internal bylaws, which seeks to eliminate the requirement that initial service of notice in administrative proceedings be served exclusively by postal mail with return  receipt, as well as to establish an electronic filing system.

With the proposed changes, the initial service of notice on defendants in administrative proceedings at CADE would preferably be carried out by electronic means, thereby ensuring proof of the party’s awareness of the proceeding. If electronic service is unsuccessful, the notification will be submitted by post.

The public consultation is open for contributions until February 27, 2026, through the Brasil Participativo platform.

For more information, access the Public Consultation.

CADE suspends WhatsApp Business’s new terms and investigates potential anti-competitive effects

On January 12, 2026, CADE launched an administrative inquiry to investigate the potential abuse of dominant position by the Meta group following the update to the WhatsApp Business Solution Terms. According to the update, the new terms would restrict access by generative artificial intelligence providers’ access to WhatsApp’s Application Programming Interface (“API”).

The investigation was triggered by a complaint filed by Factoría Elcano S.L. (Luzia) and Brainlogic AI S.A.S. (Zapia). The companies claimed that the changes, scheduled to take full effect on January 15, 2026, allegedly prevent independent AI assistants from continuing to operate on the platform, leaving Meta AI as the only general-purpose AI available within the application.

In light of this, the GS considered that there was a significant competition risk and, considering WhatsApp’s essentiality in Brazil – installed on 99% of smartphones and accessed daily by 97% of users –, imposed a preventive measure to suspend the effectiveness of the new terms until the conclusion of the analysis on the merits.

In turn, the Meta group, through Facebook Serviços Online do Brasil and WhatsApp LLC, filed a voluntary appeal with CADE’s Tribunal, arguing that the update to the terms reflects technical limitations and overload of the WhatsApp Business API infrastructure. According to the Meta group, the infrastructure was not designed to support the heavy traffic generated by general-purpose AI chatbots. The company also argued that AI providers have alternative channels available to reach users and, therefore, that there would be no risk of market foreclosure.

The appeal was assigned to Commissioner Carlos Jacques Vieira Gomes and will be ruled by CADE’s Tribunal, which will decide whether to uphold or revoke the suspension currently in force.

For more information, access: CADE opens inquiry against Meta and imposes preventive measure suspending WhatsApp’s new terms on AI

Brazil’s SECEX initiates anti-dumping review

In January 2026, Brazil’s Secretariat of Foreign Trade (“SECEX”) initiated the sunset review of the anti-dumping duty applied to Brazilian imports of pencils originating from China.

• Opening: SECEX Circular Letter No. 4, of January 19, 2026
• Product: Pencils, commonly classified under subheading 9609.10.00 of the MERCOSUR Common Nomenclature (“NCM”).

European Union and MERCOSUR sign free trade agreement

After 26 years of negotiation, MERCOSUR and the European Union (“EU”) signed a free trade agreement, providing for the gradual elimination of tariffs for more than 90% of bilateral trade volume, covering industrial goods – such as machinery, automobiles, auto parts, chemical and aeronautical products, as well as agricultural products.

The agreement covers other topics, such as:

• Quotas for sensitive agricultural products (with the possibility of safeguards for vulnerable sectors);
• Sanitary standards;
• Binding environmental commitments;
• Public procurement openings;
• Updated intellectual property rules;
• Services;
• Investments; and
• Small and medium-sized companies.

For Brazil, positive sectoral impacts are expected in products such as machinery and equipment, aircraft, chemicals, leather and hides, meat and ethanol, among others.

The text is awaiting ratification by the European Parliament and the national congresses of the South American bloc’s member countries before it can enter into force.

Access the Fact Sheet on the MERCOSUR-EU Partnership Agreement.

WTO: New safeguard investigation notifications

In January, Madagascar and Turkey notified the World Trade Organization (WTO) of the initiation of new safeguard investigations.

Madagascar has launched investigations into imports of breakfast cereals, dry pastry products, plastic tubes and hoses. Turkey, in turn, opened investigations into imports of paper and paperboard, terephthalic acid, and polyethylene terephthalate resin (PET resin).

Access notifications from Madagascar:

• Plastic tubes, pipes, hoses, and accessories;
• Dry sweets and breakfast cereals.

Access notifications from Turkey:

• Paper and cardboard;
• Terephthalic acid;
• PET resin.

EU and India conclude negotiations on a free trade agreement

On January 26, 2026, the EU and India announced the conclusion of negotiations on a free trade agreement. The agreement provides for the elimination or reduction of tariffs on 96.6% of European exports to India, in addition to greater opening of the Indian services market, enhanced protection for intellectual property and environmental and labor commitments – including a chapter dedicated to sustainable development.

The text will undergo legal review and translation before being submitted to the European Council and the European Parliament for subsequent execution and approval. Entry into force also depends on ratification by the Indian government.

Access the note in full.