Atlas · Governance
Transactions with related parties require assembly if above 50% of total assets
AnswerIn publicly held companies, deliberations on transactions with related parties are subject to the exclusive authority of the general assembly if the transaction value exceeds 50% of the company's total assets, according to the latest approved balance sheet.
Reviewed on 2026-10-02 · next review 2027-04-02
Data
| Who | Criterion | Consequence | Source | Data date |
|---|---|---|---|---|
| Publicly held company | Transaction with related parties > 50% of total assets | Exclusive authority of the general assembly | Lei 6.404/1976, art. 122, X | 17/08/2021 (Lei 14.195) |
| Publicly held company | Alienation or contribution of assets > 50% of total assets | Exclusive authority of the general assembly | Lei 6.404/1976, art. 122, X | 17/08/2021 (Lei 14.195) |
Data consulted on 02/10/2026.
Basis
- Lei n.º 6.404/1976, compiled (Planalto, in Portuguese): article 122, item X, establishes that the general assembly has the exclusive authority to deliberate on transactions with related parties, or alienation/contribution of assets, when the transaction value exceeds 50% of the company's total assets as stated in the latest approved balance sheet.
- Decreto n.º 9.580/2018 (Planalto, in Portuguese): regulates the taxation, inspection, collection, and administration of income tax and earnings of any kind.
How it applies
The criterion applies to transactions with related parties, as well as to the alienation or contribution of assets to another company. The reference value is the company's total assets present in the most recent approved balance sheet. The percentage established by Lei 14.195/2021 is more than 50% of said amount.
Limits
- The rule applies specifically to publicly held companies.
- This sheet does not exhaust all hypotheses of general assembly authority, being limited to the provisions of article 122, item X, of Lei 6.404/1976.
- Subsequent legislative changes that modify the percentages or authority criteria of the assembly must be verified directly in the updated regulations.