Learn about the general rules for calling annual meetings to account for the management of joint stock companies.
Did you know that companies, according to the Brazilian Corporations Law (Law no. 6,404/1976)need to hold ordinary general meetings in the first four months after the end of the fiscal year (usually from January to April)? These meetings are essential for the accountability of the company's management.
One month before the meeting, managers must make available to shareholders copies of the company's financial documents, such as financial statements, reports, and opinions. In addition, they must publish these documents no later than 5 days before the meeting.
Closed companies with annual gross revenues of up to R$78,000,000.00 (seventy-eight million reais) may make publications electronically, avoiding publications in large newspapers. To facilitate such publications, in 2021 the Federal Government, through the Ministry of the Economy, established the Central Balance Sheet of the Public Digital Bookkeeping System - SPED as the official means for such electronic publications.
Closely-held corporations that do not fall under the exception based on the amount of annual gross revenue, on the other hand, must publish the financial documentation, in summarized form, in a widely circulated printed newspaper, as well as in full, on the website of the same newspaper.
For publicly traded companies, the general rule of publication applies, and they may also have to comply with the obligations imposed by the Securities and Exchange Commission.
In summary, the annual meetings are an important moment for the shareholders to learn about the company's financial situation and to exercise their participation in decision making.
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