BRZ CVM Shareholder Meetings Rule


On Sep. 21, BRZ CVM proposed reform of rules governing meetings.


  • BRZ CVM issued public consultation to update Resolution 81, on shareholder meetings.
  • Mechanisms for remote participation, voting at shareholder meetings will be expanded.
  • Of note, consultation is part of BRZ CVM 2023 regulatory agenda issued in Dec. 2022.
  • Main Proposed Changes
  • CVM outlined key changes to BRZ CVM Resolution 81: expand mandatory disclosure of remote voting form for all shareholder meeting types, i.e., general, special, ordinary.
  • Reduce number/type of publicly-held firms subject to stricter remote voting rules.
  • Update timing and waiver requirements if shareholders oppose remote voting option.
  • Improve transmission of votes via central source or direct to company, improve timing to send remote ballots; expand physical locales to participate in meetings real-time.
  • Enhance remote voting form, include cases of exemption from the obligation to make remote voting forms available, reducing the cost of compliance for public companies.
  • Revise the timelines and voting instructions to send ballots and/or to receive ballots.
  • Clarify that second assembly call is not required to reopen vote if ballots not received.
  • Consultation
  • Suggestions, comments on Resolution 81 amendments to be sent until Nov. 24, 2023.
  • Jun. 2024 BRZ CVM Final Rules
  • On Jun. 4, 2024, BRZ CVM adopted final reforms to shareholder meetings rules.
  • Resolution 204 sets forth amendments made to Resolution 81 of Mar. 29, 2022.
  • Changes aim to expand and facilitate mechanisms for participation and remote voting.
  • Makes the process more effective and less costly for the participants involved.
  • BRZ CVM explained changes made to original proposal based on comments received.
  • Resolution 204 comes into force on Jan. 2, 2025.

Regulators BRZ CVM
Entity Types Corp
Reference PR, Res 204, 6/4/2024; CP SDM 01/23, PR, 9/21/2023; ESG; Citation: BRZ CVM Resolution 81;
Functions Compliance; C-Suite; Legal
Countries Brazil
Category
State
Products Corporate; Equity
Regions Am
Rule Type Final
Rule Date 9/21/2023
Effective Date 1/2/2025
Rule Id 185484
Linked to N/A
Reg. Last Update 6/4/2024
Report Section International

Last substantive update on 06/07/2024