Company Formation and Structure in Brazil

Introduction

Company formation in Brazil is governed by Law No. 6.404/1976 (the Corporations Law), which provides the legal framework for the incorporation, governance, and dissolution of companies.

Types of Companies

The most common corporate form is the limited liability company, which provides shareholders with limited liability for corporate debts. Sociedade Anonima (SA) and Limitada (Ltda) are the main forms.

Incorporation Process

Registration requires submitting constitutive documents (memorandum and articles of association) to the companies registry. The documents must specify the company name, registered office, share capital, and objects.

Corporate Governance

Companies must have a board of directors responsible for management. Shareholders exercise control through voting at general meetings. Auditors provide independent oversight of financial statements.

Conclusion

Company law provides a flexible legal framework for business organization, balancing management discretion with shareholder protection.