Corporate

Barbieri Advogados acts in corporate law through a practice that combines the formation and structuring of companies, corporate contracts and dissolution, with an integrated reading of the corporate, tax and accounting dimensions that shape business and wealth structuring. The practice operates at a moment of modernisation in Brazil’s corporate regime: the Brazilian Business Environment Act (Lei nº 14.195/2021) introduced simplifications in formation and dissolution, redefining well-established premises of corporate structuring in Brazil.

The practice is structured around three main pillars. In formation, structuring and corporate acts, the firm acts on the formation of companies and the choice of corporate type — sociedade limitada (limited liability company), sociedade anônima fechada (closely-held joint-stock company), sociedade simples (simple partnership), special-purpose vehicle (SPV) — on contractual amendments (transfer of quotas, changes to share capital, change of corporate purpose, changes to the shareholding structure, clause updates), on the structuring of corporate holding companies geared towards operational organisation, corporate control and asset segregation, and on administrative corporate acts before Commercial Registries (Juntas Comerciais) and other registry bodies — filings, registry corrections, certificates and related instruments. In corporate contracts, the firm drafts and reviews shareholders’ agreements in closely-held companies, contracts for the purchase and sale of quotas and equity interests, and related instruments for the admission and withdrawal of shareholders. In corporate dissolution, the firm acts in partial dissolution and apuração de haveres (assessment of a withdrawing partner’s interest under Article 606 of the Brazilian Code of Civil Procedure) — an area where the interplay of corporate law, balance-sheet determination and asset valuation is decisive for the outcome, and where the firm’s integrated accounting-legal expertise confers a technical edge — representing the withdrawing partner, the remaining partners or the company itself, depending on the procedural position.

The practice works in close coordination with Tax on integrated tax-corporate planning and on the tax implications of corporate transactions; with Wealth and Succession on family business succession and on holding companies used for succession planning; and with Restructuring and Insolvency on corporate reorganisations that may arise from business crisis.