Corporate Secretarial and Governance

Governance in Brazil relies heavily on documentation. To provide evidence, effectiveness and, where necessary, enforceability against third parties, decisions must be formalized and registered in accordance with applicable law.

What it solves

Outdated corporate books and unregistered resolutions

Decisions made informally and never reflected in the legal record

Inconsistencies between the articles of association or bylaws, powers of attorney, and operational practice

Why it matters

Solid governance protects shareholders, directors, and counterparties. It also accelerates banking operations, M&A due diligence, and audit cycles by removing documentary friction.

What Global Bridge does

  • We coordinate, together with the responsible legal counsel when necessary, the preparation and filing of minutes of meetings and shareholders’ meetings, management resolutions, and amendments to articles of association or bylaws
  • We maintain corporate books in accordance with the Brazilian Civil Code and the Corporations Act
  • We coordinate registrations with Commercial Registries, the Federal Revenue Authority, and other bodies
  • We implement reserved matters matrices, signing policies, and approval and authority structures

Typical situations

  1. Subsidiary preparing for an audit, fundraising, or M&A process
  2. Group consolidating governance across multiple Brazilian entities
  3. Foreign parent introducing new reserved matters or signing policies
  4. Annual cycle for account approval, dividend distribution, and reappointment of directors

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Commitment

Discuss the right mix of practices for your Brazilian organization.

Most engagements begin with representation and governance and then expand to operational coordination. We’ll recommend only what your situation truly requires.

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This website provides general information about Global Bridge's services and does not constitute legal, tax, or accounting advice.