Brazil’s registry of commerce and integral office (local acronym DREI) introduced significant changes to how branch offices can be set up, modified, transferred and closed in any Brazilian state (normative ruling No. 66, or IN 66, of October 7, 2019). The purpose of the new rule is to make business activities more dynamic and less bureaucratic, as well as to create a uniform procedure for the registry of companies in all Brazilian states.
Prior to the new rules, in order for a branch office to be opened, modified, transferred of closed in a state different from the head office’s, the company was required to first register the branch office’s corporate documents with the state registry of commerce of the state where the head office was located and then register the corporate document with the state registry of commerce of the branch office’s state.
With IN 66, companies are no longer required to register the branch office with the state registry of commerce where it will be located. Registration with the registry of commerce of the head office’s state will suffice.
Once the registration of the branch office’s corporate documents is approved in the head office’s state, then the registry of commerce will electronically send the information to the state registry of commerce of the state where the branch office is located, for informative purposes.
The IN 66 also changes the rules on the change of the head office’s business name. Now, any change of name for the head office will be automatically extended to the branch offices, provided that the company submits proof that the business name can be used within the branch offices’ states. If no such proof is submitted, then the corporate document changing the business name will have to be registered with the state registry of commerce where each branch office is located.
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