---
slug: limite-acoes-circulacao-resgate
lang: en
titulo: Share redemption requires half approval of affected class
resposta: The redemption of shares of one or more classes, unless otherwise provided in the bylaws, requires approval in a special meeting by shareholders representing at least 50% of the shares of the affected class.
curto: Share redemption
tema: Governance
revisada: 2026-10-02
proxima: 2027-04-02
---
## Data
| Who | Criterion | Consequence | Source | Data date |
|---|---|---|---|---|
| Shareholders of the affected class | Redemption of shares of one or more classes | Minimum approval of half of the shares of the affected class in a special meeting | Law 6.404/1976, art. 44, § 6 | 31/10/2001 (Law 10.303) |

Data consulted on 02/10/2026.

## Basis
- [Lei n.º 6.404/1976, compilada (Planalto, in Portuguese)](https://www.planalto.gov.br/ccivil_03/leis/l6404compilada.htm): article 44, § 6, establishes the quorum required for the resolution on the redemption of shares by class in a special meeting.

## How it applies
Redemption consists of paying the value of the shares to definitively withdraw them from circulation, and may be carried out with or without a reduction in share capital. If the company's bylaws do not establish a different rule, the resolution to redeem one or more classes of shares requires the special meeting, called specifically for this matter, to achieve an approval quorum of at least 50% (half) of the shares belonging to the class(es) affected by the operation.

## Limits
- The 50% approval rule in a special meeting applies only "unless otherwise provided in the bylaws".
- This sheet does not cover redemption procedures specifically provided for in bylaws that diverge from the general rule of Law 6.404/1976.
- A redemption that does not cover all shares of the same class must be carried out by drawing lots.
- This sheet is based on current federal legislation; subsequent amendments must be checked in the official source.