BRAZIL
5.3 How difficult is it for foreign investors to secure expatriate visas for shareholder representatives and workers? The issuance of visas by the Ministry of Labour (MTE) usually takes 60 days. Business visas allow a 90-day stay in Brazil per year for the purpose of representation of foreign shareholders. There are also specific work visas for temporary purposes, such as for the rendering of services and technical assistance.
5.4 What foreign currency or exchange restrictions should foreign investors be aware of? There are no foreign currency or exchange restrictions applicable to the Brazilian currency (Real: R$).
5.5 Does the country prohibit domestic companies from doing business in any foreign jurisdictions? Brazilian companies are free to carry on business in foreign jurisdictions.
On the other hand, commercial arbitration, both domestic and international, has become widespread, and is now an efficient dispute resolution mechanism for contracts of higher value or complexity.
For disputes subject to resolution before judicial courts, although proceedings may comply with due process and legality, a final, enforceable, decision may take years to be obtained, being subject to a plethora of appeals and reviews.
7.2 Do the courts of the FDI jurisdiction respect foreign judgments and are arbitration awards enforceable in the jurisdiction? Brazil is party to the 1958 New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards
6. Legal and regulatory framework
6.1 Are there any other FDI-specific laws that foreign investors must be aware of? No
6.2 What challenges if any do investors find in getting certainty around local law and regulation? Local laws and regulations are generally stable and well known, although their interpretation may be subject to heated debate, and court decisions may vary accordingly.
7. Dispute resolution
7.1 How efficient are local courts’ enforcement and dispute resolution proceedings, and are there any procedural idiosyncrasies foreign investors must be aware of? Brazil has not ratified any bilateral or multilateral investment treaties, so foreign investors may not commence investment-treaty arbitrations against the state.
Darcy Teixeira Junior Partner, TozziniFreire Advogados
São Paulo, Brazil T: +55 11 5086 5153 E:
dteixeira@tozzinifreire.com.br W:
www.tozzinifreire.com.br
About the author Darcy Teixeira Junior assists domestic and international clients from various industries through his work as partner in the corporate law and mergers and acquisitions practice groups at TozziniFreire Advogados. A graduate of the Law School of Pontifícia Universidade Católica de São Paulo and a postgraduate in civil procedural law from Centro de Extensão Universitária de São Paulo, Teixeira Junior holds a Master’s degree in civil procedure from the Law School of Pontifícia Universidade Católica de São Paulo and studied at the Academy of American and International Law, as organised by the Center for American and International Law.
Foreign judgments (including foreign arbitral awards) become effective in Brazil solely on confirmation by the Superior Court of Justice. The confirmation proceeding does not entail a review of the merits of the decision, since its purpose, among others, is to ensure that formal aspects were observed, that the party against whom an award is being enforced had been granted a full right of defence, and that no fraud or violation of Brazilian law has occurred throughout the proceedings.
7.3 Are judgments and arbitration awards from the FDI jurisdiction generally enforceable in other jurisdictions? Brazil’s membership of the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards affords Brazilian arbitral awards the same overall ease of recognition in other New York Convention member states as foreign awards do in Brazil.
Moreover, Brazil is party to several multilateral and bilateral treaties on the recognition of foreign judgments and administrative acts, including, among others, the OAS Inter-American Convention on the Extraterritorial Validity of Foreign Judgments and Arbitral Awards and the Mercosur Protocol on Jurisdictional Assistance and Cooperation Regarding Civil, Commercial, Labor and Administrative Matters.
Andre Maruch Associate, TozziniFreire Advogados
São Paulo, Brazil T: +55 11 5086-5096 E:
amaruch@tozzinifreire.com.br W:
www.tozzinifreire.com.br
About the author Andre Maruch is an associate at TozziniFreire Advogados. He worked as a professor of corporate law at the Universidade Federal de Minas Gerais and was a co-founder and vice-chairman of the corporate law committee of Minas Gerais Bar Association. Maruch also worked as a researcher in corporate law at the Pontíficia Universidade Católica de Minas Gerais. He is a graduate of the Law School of Pontifícia Universidade Católica de Minas Gerais, and holds a Master’s degree in private law from the same university.
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IFLR REPORT | FOREIGN DIRECT INVESTMENT 2014
WWW.IFLR.COM
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