Corporate Changes and Structuring Services

Corporate Changes and Structuring services in Brazil involve advising and executing legal and organizational modifications of companies in compliance with Brazilian corporate law and regulatory requirements. These services support business growth, restructuring, and governance adjustments. Typical services include:

• Corporate Restructuring: Advising on and implementing corporate reorganizations such as mergers (fusões), spin-offs (cisões), incorporations (incorporações), capital increases or reductions, and corporate group restructuring.
  
  

• Amendments to Corporate Documents: Drafting and registering amendments to the Articles of Association (Contrato Social) or Bylaws (Estatuto Social), including changes to the company name, corporate purpose, registered office, capital structure, or business type (e.g., LTDA to S.A.).
  
  

• Governance and Shareholder Structure Updates: Managing updates to the board of directors, management structure, shareholder agreements, quotas or shares ownership, and corporate governance rules.
  
  

• Entity Type Conversion: Assisting with legal transformations such as converting a limited liability company (Sociedade Limitada – LTDA) into a corporation (Sociedade Anônima – S.A.), or vice versa.
  
  

• Regulatory Filings: Filing required documentation with the Junta Comercial (Board of Trade), Receita Federal (Federal Revenue Service), and other applicable agencies such as the Central Bank (for foreign capital registration) or CADE (for competitive approval).
  
  

• Cross-Border Structuring Support: Supporting foreign investment structures, incorporation of Brazilian subsidiaries or branches, and compliance with foreign capital regulations.