TRF3 and DREI confirm that large-sized limited liability companies are not required to publish financial statements

On November 25, 2022, the National Department of Business Registration and Integration (“DREI”) issued Circular Instruction No. 4,742, which establishes that Registries of Commerce must accept that it is optional for large-sized limited liability companies to publish their financial statements.

DREI’s Circular Instruction reflects the ruling of the 1^st Chamber of the Federal Regional Court of the 3^rd Region (“TRF3”), which confirmed the lawfulness of item 7 of DREI’s Circular Instruction No. 099/2008 in decision published on November 03, 2022, within lawsuit No. 0030305-97.2008.4.03.6100, filed by the Brazilian Association of Official Press (Associação Brasileira de Imprensas Oficiais – Abio) against the Federal Government.

It is important to highlight that such decision is being challenged through a motion for clarification and shall be subject to further appeals.

The Registry of Commerce of the State of São Paulo had already taken a step forward regarding the matter and suspended the obligation for large-sized limited liability companies to publish their financial statements through its Resolution No. 2, of August 31, 2022, according to our Client Alert published on September 28, 2022.

Demarest’s Corporate team is available to provide any further clarifications that may be necessary.