In recent months, several Commercial Registries in Brazil have begun requiring the publication of acts related to mergers, spin-offs, and incorporations of companies, as established in the Civil Code (Articles 1,122 and 1,152, §1) and the Corporate Law (Articles 227, §3, 228, §3, and 229, §4). Although these obligations were already stipulated by law, many […]
CPDMA BLOG
Category: Articles
Date: July 6, 2022
Posted by: CPDMA Team
Law to reduce bureaucracy of Public Records passed
On the 27th of June, the Law No. 14. 382/2022, whose main objective is the creation of the Electronic System of Public Registries (SERP), which aims to unify the systems of notary offices throughout the country, reducing the bureaucracy of the national notary system (the measure covers property records, titles and civil documents of individuals and legal).
With the creation of the SERP, users will be able to benefit from the facilities of registering or requesting notarial documents from all over the country, since the systems of each state will be unified in the SERP. Furthermore, all documents will enjoy authenticity even if users wish to print the document after registration, according to criteria to be defined by the National Council of Justice (CNJ).
According to legal provision, the system implementation schedule cannot exceed the date of January 31, 2023.
In addition, the Law also promoted legal changes, including provisions in the Brazilian Civil Code. Among the main changes is the provision that companies will be able to choose physical or virtual locations for the exercise of their business activity, which are not to be confused with the establishment of the company.
Although many companies have already been benefiting from virtual offices as a headquarter address, now the legislator has brought the legal provision. In the case of using virtual addresses, companies may use, for registration purposes, the personal address of the entrepreneur himself or one of his partners.
Finally, among the main changes promoted by the Law, the legal structure of EIRELI (individual limited liability company) was revoked from the Civil Code, which had been in disuse since the incorporation of one-person limited companies was allowed. Despite the legal novelty, the Boards of Trade were already determining the transformation of EIRELIs into limited liability companies.
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