Among the various innovations of Law 14.195, of 26.08.2021, which originates from the so-called Business Environment MP (MP 1040, of 2021), we highlight article 5, which regulates the possibility of creating classes of ordinary shares with plural voting, that is, with more than 1 vote per share.
Plural voting will be limited to 10 votes per share and will only be allowed in closed companies or in public companies whose shares with plural voting have been created prior to the trading of the company's shares in organised markets.
The plurality vote will have an initial term of up to 7 years, extendable for any period, provided that the restrictions of the new art. 110-A of the Corporations Law are observed.
To reflect such innovation, the calculation of the quorums for installation and resolution have been altered, so that "the total votes conferred by the shares" will be computed, and no longer the "number of shares with voting rights".
The plurality vote shall not be adopted in the voting by the general meeting that resolves on: (a) the remuneration of directors; and (b) the entering into transactions with related parties that meet the criteria of relevance to be defined by the CVM.
We will analyse the other innovations of Law 14,195 and publish our specific comments.
To access Law 14.195, click here.
The Corporate Law team of Barcellos Tucunduva Advogados is available to provide advice and clarify any doubts related to the issues above.
