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In companies, it is up to shareholders to decide, exclusively in shareholders’ meetings, on the following issues, among others described in the Law of Corporations:

  • Changes to the by-laws;
  • Election and dismissal, at any time, of the members of the Board of Directors and of the Audit Committee, establishing their remuneration;
  • Annual review of management’s financial accounts and discussions regarding the audited financial reports presented;
  • Authorization to issue debentures with the exception of the hypotheses foreseen in § 1 of article 59 of the Law of Corporations, in which case the Board of Directors may deliberate on the issuance of debentures;
  • Suspension of the exercise of rights for shareholders who fail to observe obligations imposed by law;
  • Destination of the net income of each fiscal year and the distribution of dividends, according to the proposal presented by the Board of Directors;
  • The evaluation of assets in which the shareholder participates, for the formation of capital stock;
  • Transformation, merger, incorporation or scission of the company, its dissolution or liquidation, the election and dismissal of liquidating agents, as well as review of corporate management reports and those of the Audit Committee during the liquidation process;
  • Authorization to management to file for bankruptcy and to initiate procedures for legal or non-legal financial recovery and,
  • Issuing of shares and subscription bonuses, with the exception of shares issued within the limit of authorized capital, which can de deliberated on by the Board of Directors.