quinta-feira, 29 de janeiro de 2015

Brazil allows privated foreign owned hospitals


Six months ago, while commenting on China's policy allowing foreign investments in hospitals, I commented that Brazil wouldn't allow that anytime soon.

Boy, I was wrong.

*Picture from WSJ.BLOGS

Brazil has just passed a bill that authorizes foreign investment to be made directly into hospitals.

This kind of investment existed before, but it had to be channeled through banks and insurance companies. Now it can be made in a more straightforward manner.

A breeze of privatization and liberalism to Brazilian health care sector. It needed that desperately.

Doors are open. Please be welcome.








Personal liability of shareholders in Brazil - a piece of good news

The Superior Court of Justice has unified the understanding of its many smaller bodies, to the effect of limiting the application of the "piercing of the corporate veil doctrine" and, thus, reducing the instances of personal liability for partners, quotaholders and shareholders of Brazilian companies.

The unification of understanding is applicable to civil cases (which includes tax cases, to some extent).

Labour courts still use the doctrine abundantly, without much previous consideration about its prerequisites.

*Image from Legal Solutions Blog.

terça-feira, 27 de janeiro de 2015

Mandatory annual corporate meetings

I have been sending this message to my clients. If you have investments in Brazil, this might be useful to you. 

____________________

Dear client,


According to Brazilian legislation (art. 1.078 of the law 10.406/02, and art. 132 of the law 6.404/74), every company must hold at least one annual meeting, in the first four months of the year, in order to:

          i.            evaluate the company’s financial reports, previously presented by the directors (or, in most cases, drafted by the accounting firm and approved by the Director/administrator);
        ii.            determine the destination of the company’s economical results (profit or loss);
      iii.            elect the company’s directors, if needed.

There is no immediate legal punishment for not holding this meeting in the first four months  of the year.

However, it is the registration and publication of this meeting that validates the company’s financial reports before third parties, including tax authorities and banks. Moreover, several operations than require registration before the Brazilian Central bank may require a copy of the financial reports.

 Therefore, we strongly recommend the registration of  the meeting’s minute, as early as possible. Also, this is a requirement in our indemnity/provisional administration agreement.

_____________

terça-feira, 20 de janeiro de 2015

"Iwatch" brand blocked in Brazil due to previous registration

Not long ago I mentioned that the "iphone" brand was being fought over in  Brazil, between a Brazilian company and Apple itself.

Not it is the "iwatch" denomination that has been subject to a lawsuit. And the winner is Swatch Brasil, who litigated against the Brazilian Intelectual Property Institute (INPI) and a Hong Kong Company.

The message is the same: do register you brand in Brazil, even before you plan to invest or sell here.


terça-feira, 6 de janeiro de 2015

Brazilian ruling - Apple must unblock Ipad

Digital law in Brazil is having some interesting developments. Brazilian Apple Store has been ordered to provide password to unblock a 3-year-old Ipad, under penalty of paying 800 USD per day. All because the owner lost the password but could not find the receipt of purchase.

Interesting case. Can the Brazilian subsidiary provide the password, or would it require a rogatory letter to the US company?



ConJur - Apple é condenada a desbloquear iPad de dono que esqueceu senha

segunda-feira, 29 de dezembro de 2014

Brazil changes criteria for Tax Havens

The minimum corporate taxation for a country to be considered a Tax Haven by the Brazilian Revenue Service  has been lowered. Now, countries with taxation inferior to 17% will be considered havens (previously, anything lower than 20% would put a jurisdiction in the list).

Standards for transparency and bilateral cooperation, however, have been raised and are now more strict.


Link in Portuguese:



Receita publica norma sobre paraíso fiscal | Valor Econômico