Corporate governance for a Brazilian subsidiary of a foreign group

Governance · 2026-05-27

Summary

Efficient Brazilian subsidiaries balance country-manager autonomy and parent-company control through a clear authority matrix, a reporting calendar and powers of attorney with graduated powers.

Authority matrix

The matrix defines which decisions the country manager can make alone, which require parent approval and which go to a board. Without it, either every decision stalls or meaningful control is lost.

Frequently asked questions

Does a Brazilian limitada need a board?
Not by law. An informal advisory board is nevertheless common in operations with material local authority.

Corporate governance for a Brazilian subsidiary of a foreign group