Commercial attorney in fact in Brazil

It’s very common in business practice, for foreign companies to have an interest in acting as shareholders or investors in a Brazilian company, investing assets or values ​​in currency, coming from abroad, with the payment of capital. That’s why multinationals must have a commercial attorney in fact who legally represents the company in Brazilian territory.

If you are a foreign investor in Brazil and still have doubts about importance of a attorney in fact to represent your company, check out the main tips and information below!

How does work a commercial attorney in fact for foreign companies in Brazil?

The foreign company must permanently maintain a legal representative residing in Brazil with express powers to answer for the company and, on its behalf, receive citations in actions brought against it.

This legal representative, who is also known as a corporate attorney in fact, will receive the duties of the foreign partner or shareholder in Brazil, in order to carry out, on his behalf, various acts before federal, state and municipal public entities and authorities, so that the foreign company exercises their rights before the Brazilian company.

What does Brazilian law say about commercial attorney in fact?

Brazilian Civil Code provides that the mandate is exercised when someone is empowered by someone else to perform acts or manage interests on their behalf.

The foreign company can be cited through the Brazilian representative, even if it is not formally the same legal entity, agency or branch. The understanding is of the Special Court of the Superior Court of Justice.

Article 75, item X, of the Civil Procedure Code provides that the foreign company is represented in court by the representative of its “branch, agency or branch” in Brazil.

Considering purpose of this rule is to facilitate the summons of foreigners in Brazil, the Special Court concluded that the expressions “branch, agency or branch” should not be interpreted restrictively.

So, the foreign legal entity operates in Brazil by means of a company that has not been formally constituted as its subsidiary or agency, it does not prevent its quotation from being regularly made through it.

How to appoint an attorney to represent your foreign company in Brazil?

A foreign company intends to establish itself or be a partner of a company in Brazil will need to appoint a natural person, Brazilian or foreign, resident in Brazil with a permanent visa.

In the case of a foreign individual to exercise the corporate acts of representing the company before public entities and especially to receive court notices on behalf of the company.

Precisely for this reason, some courts consider civil and criminal liability of the legal representative for non-compliance with the rules defined in the law – in the contract or in the bylaws, in order to repair any damages incurred by foreign partners.

The legal representative of the foreign company can also answer for legal proceedings brought against the legal entity that it represents, including the pledge of its personal assets.

Therefore, be fully aware of any liabilities and debts, so that it does not be held responsible for the default of the foreign company in Brazil.

Although, nothing better than choosing a Brazilian legal representative who knows the national legislation and can represent the foreign company with precision and responsibility.

Do you need to hire a commercial attorney in fact for growing business in Brazil? We can help you!

GESCON’s strategy is based on services tailored to the unique needs of our customers.

We always try to maintain direct and close contact with our customers. We are proud to say that we work on building relationships that allow us to maintain a receptive and supportive attitude to meet any demand.

Our team of specialized professionals has the capacity to attend your company in different demands, always thinking about the individuality of the business.

With GESCON’s accounting advice, you don’t have to worry about the administrative bureaucracy involved in accounting for a project. Thus, you can dedicate yourself exclusively to other activities and goals of the company.

So get in touch with our team and talk to us! Access our website today and find out how we can help you boost your business in Brazil!