Brazil

Brazil: Ministry of Justice enacts new rules for the grant of real estate investment visa in Brazil

September 2022 – Brazil – Rossetti Advogados Resolution CNIG MJSP No. 46/2021, issued by the National Immigration Council, was published in the Federal Official Gazette on August 8, 2022 (D.O.U. of 08/08/2022, Ed. No. 149, Section 1, p. 37). This resolution amends Normative Resolution36/2018 on the grant of real estate investment visa to individuals who purchase real…

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Brazil: Central Bank of Brazil holds a public consultation on the regulation of foreign credit and direct foreign investment

August 2022 – Brazil – Rossetti Advogados The Central Bank of Brazil approved, on July 19, public consultation notice No. 91/2022, about a proposed normative act to regulate foreign capital in Brazil regarding foreign credit transactions and direct foreign investment. According to the Central Bank, the proposal seeks, first, to regulate certain aspects of the…

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Brazil: Liability Of Former Members For Debts Of Limited-Liability Companies

July 2022 – Brazil – Rossetti Advogados As a rule, in limited-liability companies the members are not liable for the obligations assumed by the company. In fact, companies have what is called “legal personality,” which results in acknowledgment of their separation and independence from their members. However, in certain situations the law permits the piercing…

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Brazil: Changes In The Rules On The Public Registration Of Companies

May 2022 – Brazil – Rossetti Advogados The National Corporate Registration Department of the Ministry of Economy (“DREI”) enacted, by means of Normative Instruction No. 112 of January 20, 2022 (“IN No. 112”), measures that change the rules for the public registration of companies, seeking to benefit businesspersons and entrepreneurs. One of the measures is…

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BRAZIL: ANNUAL APPROVAL OF MANAGEMENT DOCUMENTS

April 2022 – Brazil – Rossetti Advogados In Brazil, pursuant to article 132 of Law 6.404/76 (“Corporation Law“) and to article 1.078 of the Brazilian Civil Code, corporations and limited-liability companies must, at least once a year, during the four months following the end of their fiscal year, call and hold the Annual Shareholders’ Meeting (“AGO”) or…

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BRAZIL: Mandatory statements to be submitted to the Central Bank of Brazil

March 2022 – Brazil – Rossetti Advogados Every year, companies with member(s) resident outside Brazil or with investment abroad must submit some statements to the Central Bank of Brazil (BACEN), by means of the Electronic Statement Registration system (RDE-IED). These statements are focused on the amounts invested in Brazil by non-residents, as well as on…

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Brazil: New Foreign-Exchange Framework in Brazil

February 2022 – Brazil – Rossetti Advogados Law 14.286/2021 was published on December 30, 2021, providing on a new Framework for the Brazilian foreign-exchange market and Brazilian capital abroad, foreign capital in Brazil and the provision of information to the Central Bank of Brazil. Such law also amends the related laws, to institute a modern,…

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BRAZIL: Reflections on the Right of Dissent and Appraisal

December 2021 – Brazil – Rossetti Advogados In principle, pursuant to the provisions of the law or of the articles of association, a member may leave the company upon assignment or transfer of its equity interest, on which occasion it would be substituted in the company by the respective assignee.It would be then negotiating its…

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BRAZIL: Administrative Rule of the Ministry of Economy permits that Small and Mid-Sized Companies publish their balance sheets on the Internet

November 2021 – Brazil – Rossetti Advogados The Administrative Rule of the Ministry of Economy No. 12.071 of October 7, 2021, published in the Federal Official Gazette last October 13 by the Ministry of Economy, waives the publication in official gazettes and newspapers of wide circulation, by privately-held companies (which do not trade their shares on the stock…

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BRAZIL: Brazil in the era of ESG practices

September 2021 – Brazil – Rossetti Advogados Over the last years, the ESG (Environmental, Social and Governance) agenda has gained more and more strength in the corporate world, once the business models go beyond prioritizing the profit and financial gains of their stakeholders.  The acronym ESG was used for the first time in 2004, at…

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