6/13/2025
The exponential growth in Artificial Intelligence adoption demands an urgent reassessment of corporate governance practices. AI goes far beyond being a mere tool – it can “make decisions”, requiring careful oversight to prevent errors and mitigate unwanted biases. Organizations must develop deep insights into these ongoing transformations and cultivate the ability to anticipate future scenarios, enabling responsible navigation on this new business environment.
Integrating AI into business operations and decision-making processes raises complex questions about fiduciary responsibilities of corporate officers and directors. While Brazilian Corporate Law (Law No. 6,404/76) establishes duties of care and loyalty, applying these principles becomes challenging when decisions are wholly or partially delegated to algorithmic systems. A central issue arises: who is accountable when an algorithm fails or produces undesired outcomes?
It is essential that senior management understand, question, and oversee the algorithms used within the organization. Boards of directors and executive leadership must be equipped with the knowledge and tools to address technology and innovation challenges. This requires a new standard of diligence—one that includes evaluating AI-related risks such as algorithmic bias, privacy violations, security breaches, and AI “hallucinations.” To mitigate these risks and ensure the ethical and responsible use of AI, companies should establish or update their governance policies. This includes defining clear guidelines, implementing monitoring and audit processes for automated systems, and setting parameters for human involvement in AI-assisted decision-making. Transparent communication about AI usage and stakeholder training are also crucial to ensure the safe, ethical, and long-term integration of AI into business strategy.
Establishing Innovation and Technology Committees within corporate governance structures may be necessary. These committees would advise management, propose improvements, monitor strategic projects, and guide the adoption of measures to mitigate technology and innovation risks. Companies that follow digital governance best practices are already adopting such measures.
AI governance is not merely a matter of legal compliance – it represents a strategic opportunity to align corporate practices with transparency and accountability principles. Compliance with emerging regulations, such as Brazil’s AI regulation (2,338/2023), which seeks to regulate AI use, will be essential for avoiding penalties and protecting corporate reputation.
At the event held in our office on June 12th, we explored practical cases of companies that have successfully implemented AI tools, both in their employees’ daily workflows and within their core business operations. The success of these implementations stemmed not just from the availability of the tools, but from an integrated approach encompassing comprehensive training across all organizational levels, rigorous attention to privacy and data protection, establishment of clear guardrails, promotion of a culture of accountability, and formation of multidisciplinary teams extending beyond legal and IT departments.
The themes discussed at our event reinforce that AI governance is an ongoing journey. We invite companies to reflect on their current digital maturity stage and consider how they can better structure their governance practices to embrace AI opportunities.
Our firm stands ready to assist in this transformation.
