【Report】Brazil: A Scaleup Destination for Innovative Companies

On February 06 an event took place at the Shibuya Scramble Offices for those companies willing to expand their business from Japan to Latin America. The event was carried out by JETRO (Japan External Trade Organization), ABVCAP (Brazilian Association for Private Equity & Venture Capital), Apex-Brasil (Brazilian Trade and Investment Promotion Agency),  the Ministry of Development, Industry, Trade and Services of Brazil, Furious Green (a Japanese Startup) and Monolith Law Office. 

Below we share the main outcomes of the event and some strategic insights to keep strengthening the ties between Japan and Brazil.

Brazil and Japan: Traditional partners in trade and investments

Brazil is one of the largest economies in Latin America, making it a prime destination for investments due to its abundant natural resources and strategic position. During recent years, the Brazilian economy has faced various challenges, mainly connected to political instability, fiscal deficits, and external economic shocks. Nonetheless, efforts have been made to implement economic reforms aimed at stabilizing the economy and promoting growth.

Japanese companies have a long history of investment and presence in Brazil, primarily active in sectors such as automotive, electronics, and manufacturing, though in recent years there has been a notable increase in areas like infrastructure, renewable energy, and technology. Coupled with the fact that Brazil hosts the largest Japanese community outside of Japan, the country ends up being a highly strategic location for Japanese investments and corporate expansion.

About the ScaleUp Program in Brazil

The ScaleUp Program is a joint official initiative of the Brazilian and Japanese governments aimed at promoting business and investments from Japan to Brazil. The project involves a facilitation process for Japanese companies to enter the Brazilian market, and it is mainly structured around five key areas to deliver significant benefits to participating japanese companies:

1. Access to over 200 of the largest Brazilian corporations with readily available resources.
2. Provision of business development services to facilitate the identification and coordination of meetings with potential customers and strategic partners.
3. Delivery of a strategic report to support market entry.
4. Assistance with product validation and adaptation to the market.
5. Support in navigating the business and cultural environment, including understanding local customs and aligning expectations with customers and partners.

Japanese companies participating in the program also gain access to top advisors in regulatory, legal, tax, human resources, and banking sectors who serve as mentors. Moreover, a 6-month post-program support channel provided by the ScaleUp inBrazil team ensures continued guidance and introductions to Brazilian customers, suppliers, service providers, technical experts, regulators, and government officials. Additionally, participants have the opportunity to connect with private equity and venture capital fund managers, corporations, and other strategic investors seeking innovative solutions.

Key Topics on the Brazilian Corporate Law

In Brazil, the most common types of corporate entities are limited liability companies (sociedades limitadas), governed by the Civil Code (Law No 10,406/2002), and corporations (sociedades anônimas), regulated by the Law of Corporations (Law No 6,404/1976).

Brazilian companies are not required to have a minimum share capital (provided they are not null), nor is there a maximum limit, unless specified by industry-specific regulatory provisions. Corporations may be private (companhias fechadas) or publicly traded (companhias abertas), subject to the oversight of the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários – CVM). Limited liability companies, on the other hand, are unable to issue securities and are not subject to CVM regulations.

Recent amendments to the Civil Code now permit limited liability companies to have only one shareholder (sociedades limitadas unipessoais). Under specific circumstances, corporations may also be wholly owned by a single corporate shareholder, not an individual (subsidiária integral).

Monolith and Brazilian Initiatives

Monolith has been an active stakeholder in enhancing ties between Japan, Brazil, and Latin American countries. In close cooperation with Japanese and Brazilian governmental agencies, including members of our team who possess proper qualifications in Brazil, Monolith has been contributing to initiatives such as the Scale Up Program. We assist Japanese companies seeking to expand their presence in Brazil and Latin America through smoother cross-border legal cooperation. Feel free to reach out in case you need additional information!