New Brazilian Act amending article No. 289 of the Brazilian Corporations Act.

As of January 1st, 2022, companies and corporations in the format of S.A. -“Corporations” – are exempted from publishing their financial statements and minutes of General Meetings in the Official Gazette, among other documents of mandatory publication under Federal Act No. 6.404/1976(Brazilian Corporations Act – “S.A. Act”).

It is worth remembering that the Federal ActNo. 13.818/2019, by giving a new tenor to article289 of the Brazilian Corporations Act, allowed publications to be carried out, in a summarized form, in a large circulation printed newspaper published where the Parent Company is located, provided that they are accompanied by simultaneous disclosure of the full text of the documents on the website of the same newspaper, using an ICP – Brazilian DigitalCertificate.

Regarding the financial statements, publication may also be carried out in a summarized form, if it contains, at least, information or global figures related to each group and the respective classification of accounts or records,in comparison with the data of the previous fiscal year, as well as statements of the relevant information contemplated in the accompanying notes, in the independent auditors report and the fiscal council, if any.

With the approval of such amendments in the Brazilian Corporations Act, the legislator aims at granting more agility and reduced costs for the companies with the publication of their corporate acts.

Written by: Dr. Gerd Foerster

Contributing Advisors