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How does the Corporate Reorganization Process work?

Reading time: 10 minutes

A restructuring will always be accompanied by a strategy, as it is a process planned to readjust the processes of a Company, which aims to achieve better results. With the changes taking place in the market, it is essential for organizations to adapt to these changes to remain active, thus allowing the Business to become more competitive in the current scenario.


We separate here everything you need to know about corporate restructuring: its importance, benefits and how it can transform your Business. Check out.


Corporate Restructuring – What is it?


This is a reorganization of the corporate structure of an Organization, either by altering or adapting the way in which the Company is inserted in the Market. Restructuring is a common practice in the business sector, with different purposes – from acquiring new partners
as well as strategically preserve the competitiveness of the business.

Corporate Restructuring – Examples

There are several types of corporate reorganization, they have specific objectives and benefits, and it is up to the manager to define accordingly. with the strategic purpose of your Business. We list below the main modalities, check it out:


1 – spin-off


It is the division of a Company, where the Organization is transferred to another, being:


1.1 – Partial Spin-off


It is the process where only a part of the equity is transferred to other companies and is called partial spin-off,


being that the company that absolves the equity is responsible for the part that acquitted, also remembering that the company can be created solely and exclusively for this purpose, in this case we are facing a form of split called pure, processes as such will always be regulated by the Corporate Law No. 6,404/76.


1.2 – Total Spin-off


It is when the capital of a company is divided between two or more companies, which in turn acquires the capital and together with this assume all obligations and all rights of the spun-off company, is called a total demerger. Example: Smiles is a company that manages the mileage program in which Gol Linhas Aéreas customers and its partner airlines can accumulate points and exchange them for benefits in tourism and entertainment.


2 – Fusion


When two or more companies are grouped together, creating a new Company. In this case, the formed Company must acquire new registrations before the authorities (federal, municipal and state) Example: Merger between Peugeot and Fiat, creating Stellantis


3 – Incorporation


In this reorganization, the Company (merged) becomes controlled by another (merging company), assuming the rights, obligations and responsibilities of the incorporated Company.
Example: The merger of Sadia by BRF, in 2012


4 – Transformation


It is directly related to the change in the type of regime in society. For example, a company LTDA to EIRELI, LTDA to S.A. In this way, the change will be through the approval of all the Company’s partners or with the majority of the shareholders, the latter if there is the release mentioned in the Company’s social contract Example: Magazine Luíza boosted technological innovation, becoming known as Magalu


Corporate Restructuring – Tax Planning


Yes, tax planning is one of the main objectives that will be analyzed. First of all, the Company must observe the most advantageous taxation system for your Institution, whether Real, Simple or Presumed Profit. Your company’s tax planning must be carefully analyzed, Conmax can help you by carrying out a more in-depth analysis, checking the structure of the Company, and analyzing the type of taxation that could benefit it the most.


Corporate Restructuring – Benefits


. Technological Update and Processes
. Strengthening the brand in the market

. Reduction of Competition
. Cost Reduction
. Business diversification, solving economic problems in the company


Corporate Restructuring – The importance of a Specialized Consulting


It is extremely important to hire the service of a consultancy specializing in corporate reorganization, providing concrete solutions at all stages of the process, and guiding your company towards the best decisions. Conmax’s expertise guarantees success in these procedures, for over 35 years, customer satisfaction is our main focus.


Count on our Team of Consultants. Request your quote.




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