Area 01
Corporate and Company Law
We structure and support corporate operations across two jurisdictions, from incorporating the company to admitting investors, with the legal certainty that business decisions require.
- 🇧🇷 Brasil
- 🇵🇹 Portugal
Overview
Need an assessment on this subject? The initial consultation establishes the right framework before any step is taken.
Book a consultationA company going international rarely stumbles for lack of a market. It stumbles for lack of structure. Companies incorporated without prior analysis, generic shareholder agreements and overlooked filing obligations turn opportunities into liabilities.
Our work is preventive. We analyse the intended operation, identify the appropriate corporate vehicle in each country, draft the instruments that govern the relationship between partners and counterparties, and support the company through the obligations that follow incorporation.
Where litigation becomes unavoidable, we defend the company in court and in arbitration, with a prior assessment of risks, stages and timelines set out in writing.
What we do
Services in this area
Each scope may be engaged on its own or combined with others, according to what the matter requires.
Company incorporation
Setting up companies in Brazil and Portugal, choice of corporate form, commercial registration and tax registrations, including NIF and NISS.
Shareholder agreements and governance
Quotaholder and shareholder agreements, exit clauses, deadlock provisions, non-compete undertakings and business succession planning.
Corporate restructuring
Mergers, demergers, capital changes, conversion of corporate form and admission of new investors.
International expansion
Choosing between direct trading, a branch or a locally incorporated company, with permanent establishment analysis.
Commercial litigation and arbitration
Shareholder disputes, contractual claims, debt recovery and representation in arbitral proceedings.
Winding up and dissolution
Dissolution, liquidation and valuation of holdings, with orderly closure of obligations in both jurisdictions.
Frequently asked
Questions we are asked often
The answers below are for information only and do not replace individual analysis of your matter.
Can I incorporate a company in Portugal without living there?
Yes. Non-residents may incorporate a Portuguese company, subject to obtaining a NIF and, where applicable, appointing a tax representative. The process can be handled remotely under a power of attorney.Can my Brazilian company invoice clients in Portugal directly?
It can, but the structure chosen determines the tax burden and the risk of being treated as having a permanent establishment. The analysis should be done case by case, before the operation begins.When does a shareholder agreement need revisiting?
Whenever a partner joins or leaves, a material investment is made, operations start in another country, or the profit distribution model changes. Preventive revisions cost far less than resolving a deadlock.
Corporate and Company Law
Need guidance on corporate and company law?
The initial consultation assesses the legal viability of your objective and sets out the available paths, with stages and timelines defined. Online, by video call or in person in São Paulo.
Monday to Friday, 9am to 6pm (Brasília time). We reply within one business day.