Brazil

The incorporation of offshore companies by Brazilian individuals – particularly in jurisdictions such as the Bahamas and the British Virgin Islands – is a structure widely used for the purpose of making investments abroad, international portfolio diversification, and wealth planning in general. However, a point that is often overlooked in the planning and implementation of this structure is succession. Upon the decease of the individual holding the offshore company, the time and costs required for heirs to effectively complete the succession process frequently become real obstacles: the unexpected need to initiate probate proceedings abroad - including hiring a local counsel, payment of substantial local court fees, and other typical practical challenges – in addition to the probate process and other obligations related to inheritance in Brazil. With this in mind, the following question arises: Why cannot the probate of an international shareholding be conducted directly in probate proceedings in Brazil? Brazil follows the principle of Plurality of Succession Jurisdictions, which provides that assets located in different countries must be dealt with in separate probate proceedings in each respective jurisdiction. Likewise, Brazilian laws provide that the Brazilian judicial system has exclusive jurisdiction to confirm, validate, and give effect to the provisions of a private will, as well as the probate and partition proceedings regarding assets located in Brazil. Consequently, Brazilian judges do not have jurisdiction over assets located abroad. Among the many instruments of succession planning, special attention should be given to the relevance and simplicity of structuring a will in the offshore company’s local jurisdiction. Through this legal instrument, the testator may set out, in a straightforward, flexible, and practical manner, the intended disposition and administration of the testator’s assets upon their decease. From a practical standpoint, a will structured abroad may provide for the appointment of an executor and alternates, as applicable, the designation of an individual responsible for the administration of the assets until the heirs are effectively vested with ownership, and the intended manner of distribution of the shareholding. These features significantly reduce the likelihood that the succession process will generate strife among heirs or erode the investment’s value - in time and assets - and the overall value of the offshore structure. It is important to note that the existence of an international will does not eliminate the need for its validation by the competent foreign judicial authority in the context of probate proceedings abroad. Nonetheless, such probate proceedings tend to become more expedited, predictable, and less costly, since the local judicial authority should observe the testator’s express intent regarding the transfer of the shareholding. Once validated and rendered final by the foreign judicial authority, the will must be submitted in the context of probate proceedings in Brazil — whether judicial or extrajudicial, as allowed under Brazilian law — and that the provisions and succession rules established by the testator abroad may be duly taken into account in the Brazilian probate proceedings, and the respective shares of the heirs and, where applicable, the surviving spouse, are properly equalized, ensuring equitable treatment amongst them. With respect to documents issued by a foreign public authority and submitted to be used before Brazilian authorities or entities, certain formalities must be observed to ensure their validity in Brasil. In general, either be duly certified and apostilled in accordance with the Hague Convention and subsequently translated into Portuguese, or, alternatively, be translated and certified directly by the competent Brazilian consulate in the country of origin, in which case apostille and additional translation in Brazil are not required. Accordingly, a foreign will constitutes an integral instrument in planning an offshore structure, contributing to predictability, conflict prevention, and the efficient allocation of resources in the event of a transition. HOOK: An international will is a relevant instrument in offshore structuring, as it allows the succession of assets located abroad to be organized in accordance with the testator’s wishes, reducing costs and mitigating conflicts. Learn why this document is essential and how it is implemented and applied after the testator’s death. Authors: Felipe Cervone, partner in the corporate area of FIUS Pedro Goulart Cheng, senior lawyer in the corporate area of FIUS Luana Silveira Magnani, junior lawyer in the corporate area of FIUS Isabella Beneti Carrilho, intern in the corporate area of FIUS Daniela Justino Dantas Martelli, coordinating lawyer in the family and succession area of FIUS  

Understanding damage caused by intellectual property (IP) infringement in Brazil is essential for any company expanding into or selling within the country. Protecting brands, inventions, and creative assets is a key component of growth, and Brazilian law provides robust mechanisms to prevent misuse and obtain compensation when rights are violated. In practical terms, courts may issue injunctions to halt the unlawful conduct and award monetary relief based on three primary benchmarks: (1) the rights holder’s actual losses (such as lost sales), (2) the infringer’s profits derived from the violation, or (3) a reasonable royalty representing what a license would likely have cost. These parameters are legally defined, but their application depends on the evidence presented in each case. As Brazilian law provides methods rather than fixed formulas, the final amount may vary. Courts generally consider factors such as the extent and duration of the infringement, the economic impact on the market, and principles of proportionality and reasonableness. Decisions may also consider the economic profiles of the parties, especially when evaluating deterrence and the practical effects of the infringement. Recent case law further shows that misuse of a brand can justify moral (non-economic) damages to reflect harm to reputation, although the amounts vary from case to case. As Brazilian law sets broad methods but not strict formulas, similar disputes may result in different compensations amounts — particularly when evidence of market impact is limited. Furthermore, it is important to understand how courts approach fairness, as awards may be adjusted in light of the parties’ economic profiles, the scale and duration of the misconduct, and the need to deter repetition of the behavior, which explains why similar infringements sometimes yield different outcomes. Regarding loss of profits, courts tend to be more receptive when the claimant presents a clear, data-backed account of what would have occurred in the absence of the infringement, supported by sales histories, pricing and margin records, independent market studies, and evidence connecting customer confusion or diversion to the unauthorized use. When granular data is unavailable, expert analysis can help estimate the infringer’s profits or anchor a reasonable royalty based on comparable licenses and industry standards, which improves credibility and settlement leverage. Timely action is also critical, as acting early reduces ongoing harm, supports injunctive relief, and signals to the court that the business is taking reasonable steps to mitigate losses. For foreign companies, the bottom line is pragmatic: meaningful recovery is possible in Brazil, but predictability depends on evidence and case specifics rather than fixed formulas. The most effective strategy is to build a clear, well-supported record that sets out the value of the IP, documents the nature and scale of the unauthorized use, and quantifies both financial and reputational impacts. Doing so not only improves the prospects of a favorable judgment — whether measured by actual loss, infringer’s profits, or a reasonable royalty — but also strengthens your position in negotiations and helps protect brand integrity through timely injunctions. HOOK Brazilian courts provide solid avenues for IP damage recovery — when supported by strong evidence. Understanding how judges assess these claims is key for foreign companies. See the main strategic insights. AUTORES Raïssa Simenes Martins Fanton — Partner, Civil Litigation Luíza Pattero Foffano — Associate, Civil Litigation

2025 should be considered a year of consolidation for environmental and sustainability matters, in the sense that many positions that were previously regarded as aspirational goals for senior leadership planning have turned into a “to do”! In this context, the corporate world felt the need to look inward to ensure that communications regarding climate targets, or even projects in which their products or services were labeled sustainable, would deliver the promised results. Stakeholders began to demand greater consistency between corporate environmental discourse and practice (accountability), and the Judiciary has positioned itself favorably toward legal theses that, directly or indirectly, address climate and sustainability topics, with heightened attention to duties of diligence, the duty to inform, and liability for unfounded claims of environmental performance (greenwashing). The Voluntary Carbon Market is already a reality for several economic sectors in Brazil and is gaining technical and legal depth through discussion of criteria for integrity, additionality, and project monitoring, alongside the advancement of debate on the Regulated Carbon Market, driven by specific legislative proposals and by the holding of climate conferences in Brazil (COP), which reinforce the need for a clear regulatory framework, especially with regard to issuing carbon credits in protected areas and the sharing of benefits. On the international stage, the environmental agenda has taken center stage in trade policy design, for example with the European Union regulating the entry of products into its territory with an environmental slant — CBAM, the Deforestation-Free Products Regulation, and the Green Taxonomy — as well as the WTO — World Trade Organization — integrating this theme into its positions, which pressures Brazilian supply chains to prove socio-environmental compliance and to review contracts, due diligence policies, and traceability mechanisms. Another point of attention is the repositioning of the United States on the climate and trade agenda, which adds a significant layer of geopolitical risk, since potential course changes in decarbonization policies, green subsidies, or trade barriers can, in a short time, alter the pattern of competitiveness and regulatory requirements applicable to Brazilian companies. A trend observed in both the environmental and regulatory spheres is the implementation of public policies in which the Brazilian Government and International Organizations assign private actors in the supply chain the obligation of internal self-control (the private actor’s capacity to implement, execute, monitor, verify, and correct procedures, production processes, and distribution of its products to ensure identity, quality, and safety), as well as external control, which is nothing more than the rigorous selection of their business partners. This movement by regulatory agencies significantly raises the burden and responsibility of private activity, because the burden of proving regulatory compliance now falls directly on companies, increasing the risk of divergent understandings by oversight bodies, administrative penalties, and reinforcing the need for robust environmental compliance programs, contracts with clear risk allocation clauses, and chain-wide audit mechanisms. 2026 begins with high expectations in the productive sector regarding: (i) the effective structuring of the Regulated Carbon Market in Brazil, with the definition of measurement, reporting, and verification criteria and of responsibilities among the regulator, sectoral agents, and project developers; (ii) the legal impact of climate change on commercial contracts and agricultural production, from the perspective of climate risk allocation, contractual review, and insurance; (iii) the increase in lawsuits involving climate change and greenwashing risks; (iv) the incorporation of innovative technologies that enable cleaner and more efficient industrial production; (v) the growing internalization of the sustainability agenda by the financial market, with the use of methodologies to quantify energy transition risks and the integration of ESG criteria in credit analyses, financings, and labeled instruments. In the realm of sustainability, artificial intelligence, new data analysis technologies, and satellite inspections tend to redefine how companies, governments, suppliers, and consumers handle environmental and regulatory data, enabling more rational and strategic decisions, as well as risk mitigation and the identification of new opportunities. However, it is essential that senior leadership remain attentive to the legal dimension of this transformation, in order to implement efficient solutions for value chain oversight, avoiding exposure to economic, administrative, and criminal sanctions and reputational impacts, which involves reviewing internal governance, reporting flows, data use policies, and contracts with third parties. Thus, 2026 represents less a rupture and more the consolidation and maturation of topics already developed in 2024 and 2025, imposing on companies the obligation to demonstrate clear, effective, and measurable results, through indicators recognized by the market, in the sustainability and climate change agendas. There is a sense of urgency in mitigating transition risks and physical risks, materialized by the new environmental scenario stemming from the climate crisis, such as scarcity of natural resources, water crises, solid waste management, consumer demands for products with a smaller environmental footprint, the impacts of deforestation on international trade, and the protection of biodiversity. HOOK In the 2026 regulatory chessboard, those who cannot prove the environmental integrity of their own value chain cease to be merely an ‘ESG risk’ and become a concrete legal problem. AUTHOR:  Luciana Camponez Pereira Moralles HOOK In the 2026 regulatory landscape, companies that cannot demonstrate the environmental integrity of their own value chain stop being just an “ESG risk” and become a concrete legal problem.

How Brazilian courts approach IP damages in Brazil and what global companies need to know before pursuing infringement claims. Understanding damage caused by intellectual property (IP) infringement in Brazil is essential for any company expanding into or selling within the country. Protecting brands, inventions, and creative assets is a key component of growth, and Brazilian law provides robust mechanisms to prevent misuse and obtain compensation when rights are violated. In practical terms, courts may issue injunctions to halt the unlawful conduct and award monetary relief based on three primary benchmarks: (1) the rights holder’s actual losses (such as lost sales), (2) the infringer’s profits derived from the violation, or (3) a reasonable royalty representing what a license would likely have cost. These parameters are legally defined, but their application depends on the evidence presented in each case. As Brazilian law provides methods rather than fixed formulas, the final amount may vary. Courts generally consider factors such as the extent and duration of the infringement, the economic impact on the market, and principles of proportionality and reasonableness. Decisions may also consider the economic profiles of the parties, especially when evaluating deterrence and the practical effects of the infringement. Recent case law further shows that misuse of a brand can justify moral (non-economic) damages to reflect harm to reputation, although the amounts vary from case to case. As Brazilian law sets broad methods but not strict formulas, similar disputes may result in different compensations amounts — particularly when evidence of market impact is limited. Furthermore, it is important to understand how courts approach fairness, as awards may be adjusted in light of the parties’ economic profiles, the scale and duration of the misconduct, and the need to deter repetition of the behavior, which explains why similar infringements sometimes yield different outcomes. Regarding loss of profits, courts tend to be more receptive when the claimant presents a clear, data-backed account of what would have occurred in the absence of the infringement, supported by sales histories, pricing and margin records, independent market studies, and evidence connecting customer confusion or diversion to the unauthorized use. When granular data is unavailable, expert analysis can help estimate the infringer’s profits or anchor a reasonable royalty based on comparable licenses and industry standards, which improves credibility and settlement leverage. Timely action is also critical, as acting early reduces ongoing harm, supports injunctive relief, and signals to the court that the business is taking reasonable steps to mitigate losses. For foreign companies, the bottom line is pragmatic: meaningful recovery is possible in Brazil, but predictability depends on evidence and case specifics rather than fixed formulas. The most effective strategy is to build a clear, well-supported record that sets out the value of the IP, documents the nature and scale of the unauthorized use, and quantifies both financial and reputational impacts. Doing so not only improves the prospects of a favorable judgment — whether measured by actual loss, infringer’s profits, or a reasonable royalty — but also strengthens your position in negotiations and helps protect brand integrity through timely injunctions. HOOK Brazilian courts provide solid avenues for IP damage recovery — when supported by strong evidence. Understanding how judges assess these claims is key for foreign companies. See the main strategic insights. AUTORES Raïssa Simenes Martins Fanton — Partner, Civil Litigation Luíza Pattero Foffano — Associate, Civil Litigation