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Brazilian Civil Code

Feb 26, 2018

Brazilian Corporations and Limited Liability Companies Must Host Shareholders/Quotaholders Annual Meeting By The End Of April

The below post is authored by our friends at Azevedo Sette Advogados.

UNITED STATES BUSINESS ENTITIES OWNING BRAZILIAN CORPORATIONS AND LIMITED LIABILITY COMPANIES MUST CAUSE THEIR BRAZILIAN SUBSIDIARIES TO PERFORM SHAREHOLDERS/ QUOTAHOLDERS ANNUAL MEETING BY THE END OF APRIL

All Brazilian Corporations and Limited Liability Companies must hold a Shareholders Annual Meeting (AGO) or a Quotaholders Meeting (RQ), respectively, for discussion and approval of the four items noted below as required by Article 132 of Brazil Federal Law 6.404/76 and Article 1.078 of the Brazilian Civil Code; those meetings must be held within the four months following the end of the previous fiscal year (April 30 for most companies):

• management’s report, exam, discuss and vote the company financial statements;

• approval of the destination of the net profit and distribution of dividends;

• appointment of directors and the members of the board of auditors, if the case may be; and

• approval of the inflation adjustment of the capital of the company (art.» Read More

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