Each month, the team at TM is Associated with brings up a newsletter with topics that are essential to the success of your business. We discuss the practical and objective approach to the key features in Advisory, Litigation, Labor and Tax, can help you make safer decisions and strategies. Don’t miss out on this chance to transform information into a competitive advantage! 📩

Tax

A chance to win, no 214/2025: National Congress of tips to increase the financial operations tax (IOF

On the 25th of June, in the year 2025, the National Congress approved the Project under Legislative Decree (LDP) no 214/2025 that sustou for the purposes of the Decree no. 12.466, 12.467 and 12.499, who had been promoted for the increase of the tax rates of the Tax on Financial Operations (IOF), in various forms, such as credit, foreign exchange, insurance, and investments.

The proposal was approved by the house of Representatives, for a total of 383 votes in favour and 98 against it. Then, the text has been approved by the Senate, and was transformed into the Legislative Decree no. 176/2025, published on the 27th of June in the year 2025, through the writing of the earlier Decree no. 6.306/2007, which provides for the financial operations tax (IOF.

Context and rationale

All presidential decrees, published in the may, June and July in the year 2025, and had as a goal to increase revenue to the federal at about$ 61 billion by 2026. In the meantime, members of congress have argued that such measures are moved to the regulatory powers of the Executive branch, by using the HBS-a tribute to nature’s extrafiscal, with the purpose of arrecadatória, without a proper assessment of the National Congress.

What are the changes with a chance to win, no 214/2025

With the overthrow of the Decree no. 12.466, 12.467 and 12.499/by 2025, have been canceled, several enhancements and new hypotheses of the impact of the financial operations tax (IOF. Note:in
the Credit business, the maximum amount of the annual returns of up to 3,95 % for 1,88 %; micro and small businesses in return for the pay to a maximum of up to 0.88 %;
international credit Card and the exchange rate falls to 3.50% for the 3,38%, for international credit cards, credit, debit,prepaid, and traveler’s checks;
Remittances on foreign investment returns the rate of 0.38%, turning out to be on a par with other financial transactions;
Personal shipments and purchases from the cash back to 1.10%;
Risk of withdrawal: the exemption is re-established, thereby strengthening the competitiveness of the credit counterparts, except as provided in the guarantee; and
INVENTORIES: a tax extra on top of the major contributions it has been deleted; and the exemption back to the real deal in full.

In a nutshell, the suspension of the decree is for the IOF to return to the level prior to 2024 to nearly all areas, thus alleviating the cost of credit, the transactions related to everyday use, and the contributions in the pension fund, and re-establishing the schedule for the gradual drop in the income tax provided for prior to the attempt to rise.

The practical consequences of the revocation

With the overthrow of the Presidential Decree of the Congress, the National, and the rates ADOPTED are returned to the levels of earlier, thereby reducing the burden of paying the tax on financial transactions. The measure will benefit many sectors of the economy, which affected the increase in the tax rates.

The 2nd Newsletter of tax:

The ministry of Finance launches the official portal of the Tax Reform, with strategic information for businesses

The Ministry of Finance has set up a web portal with information on the rules of the Tax Reform currently under way in Congress. The page brings together all the major projects of the law, supplement, papers, and materials to explain the new system, the tax on consumption, which was established by a Constitutional Amendment 132/2023.

The site has been designed to expand the transparency of the legislative process, and to facilitate the follow-up of technical and operational support for the private sector, policy-makers, legal practitioners, and the general ledger.

What you can find on the new site?
In the portal, users can find get full access to the proposals put forward by the Federal Government, and in particular, the Design of a Complementary Law no. 68/2024 (converted into the LC, no 214/2025), which governs the establishment of the Tax on Goods and Services (LBS), the Contribution of Goods and Services (CBS), and the Tax to the Selection (S). They are also available to you:

The proposed schemes to the specific mechanisms of the transition, insurance, and distribution of federal revenues;
explanatory Materials, presentations, and news institutions;
the Simulator, the rates are developed, in partnership with the World Bank, the estimates for the sector, and
is an essential tool for companies that want to anticipate the risks and opportunities associated with the new tax model.

The programme of Technical Assistance (PAT RTC)
on THE web portal also provides details on the design of the Programme of Technical Assistance for the Implementation of the Reform of the Taxation of the Consumption PAT-STN), which is coordinated by a Committee of the organisation and of the 19 Groups in the Technical theme among these are:

Regimes are distinguished;
the VAT collected and the reimbursement of the loan;
the Basket, and the return of tax for the low-income population.

The Committee has met on a weekly basis with a deadline of 60 days for the completion of the preliminary designs, which are expected to guide the legislative process in the next few months.

As for the TM Associates can support your business?
The team is a tax on the TM Associated with it is through an active process of regulation, Tax Reform, with a focus on the defense, security, legal, compliance, operational, and planning strategies tax:

Technical analysis of the projects in progress and their impacts on the industry;
simulation Studies of the tax and diagnosis of the companies that will be affected by them;
– Orientation and restructuring the contract and the re-adaptation of directors; and the
continuous Updating of the legislative changes that are relevant to you.

We’ll be happy to assist your company to adapt to the new reality of the tax, with practical solutions that are safe, secure and in line with your business goals.

Advisory

The new Requirements are for starting a Business and the Impact of the Module in the Administration of Tax (CT) of the internal Revenue

1. What’s going on here?
   The internal Revenue service has published a Technical Note, no. 181/2025 (COCAD) details of the new I / o Module AT the Redesim, which will go into production on the 27th of July, in the year 2025. The main one turn of the key, it is mandatory to choose the tax system (Single, National, Profit before tax and taxable Income), already at the time of the entry of the ID stage before it could be made for up to 30 days after opening.
2. The main changes in the flow of the opening

3. The alerts in the business sector.

In a letter sent to the prime minister, Fernando Haddad, seven of the Guild asking for a review of the schedule and is pointed to the risks of:

Extra paperwork and delays in the release of ID;
the Fragmentation of the flow of the Joints, and Revenue, breaking the integration achieved in the last few years,
the Term “technically impracticable” for the adjustment of the 27 Joints in the Business until July,
the Largest uncertainty in micro-and small-sized enterprises.

5. The line-of-time-critical

Talk with our team!

The teams, advisory and tax issues in the TM Members are following updates from the irs and, to the boards of Trade, to support entrepreneurs who want to generate new business.

Labor

MENTAL HEALTH IN THE WORKPLACE: THE NEW RULES OF THE NR-1

Mental health in the corporate environment has become one of the most important issues in the Right to Work in the year 2025. In a world that is fast-paced, connected, and more demanding, the burden of emotional and psychical disorders, work-related increased at an alarming rate. The cases of burn-out, depression, anxiety, and chronic stress is one of the main causes of the separation of labour, and causes of action for injury to feelings.
In response to this reality, the department of Labor held a major update on the Regulatory Standard no. 1 (NR-1), which deals with the management of occupational risks.

According to the new wording, the term has been extended to may 26, 2026, you will enter the so-called psychosocial risks, such as the formal elements are to be mapped, evaluated, and mitigated for firms. They are included in the category of conduct such as bullying, peer pressure, excessive, goals, training sessions of comprehensive and organizational environments is non-toxic, all aspects that have the potential to compromise the emotional health of the workers.
The change, though it is necessary, has brought with it a series of questions and practices. How to measure a psychological risk? The set, by law, a work environment that is mentally healthy? In the absence of criteria, the technical objectives, making it difficult for both companies, as well as to the auditors and delineate the parameters of safe conduct. This uncertainty is compounded by the increasing criminalization of those conflicts involving illness and the mental, in the absence of prevention programs has resulted in the convictions of millions for injury to feelings, the recognition of an occupational disease, and a guarantee of job security.

The Judiciary, on the other hand, has been building the case law firm, in the sense that it is the default of the employer, in the face of psychosocial risks, sets up a direct violation of the duty to ensure the health of the worker. Companies that do not take preventive measures, such as the channels of listening, counselling, training, leadership, human, and a review of the goals, besides, they are increasingly vulnerable to the actions of labour and the control of the Ministry of Labor.
More than just a requirement of the law, the mental health care has established itself as a criterion of ethical and strategic planning. Companies that are active in pre-emptive mode, reduce absences, increase productivity, and strengthen the reputation of the institution. At the same time, to mark the beginning of the market and to its employees who are committed to working relationships are based on respect, dignity, and emotional balance.

In the face of the new, the NR-1, and a regulatory environment, more stringent, a change that is optional. It requires a coordinated effort between the fields of HR, legal, health, safety, and senior management to implement an organizational culture focused on the comprehensive protection of the worker.

A CASE study
in order To understand the gravity of the subject of mental health in the workplace and their developments in the law, it is worth mentioning a recent case that resulted in the country. In 2023, the Banco Itaú, was sentenced by the Justice, to the payment of the$ 200 billion in compensation for moral damages in the bank who was diagnosed with burnout syndrome.
The decision, handed down by the 3rd Pole of the Work of Bauru (SP), it was acknowledged that the employee has been subjected to an environment that is characterized by a “moral harassment ‘ organizational”, and a systemic practice that extends beyond individual cases of conduct that is abusive, involving the collection of constant and humiliating, goals, training sessions exhaustive and the absence of effective channels of psychological support.

For the award of doctor is attached to the process indicated that psychiatric disorders are serious, such as depression and anxiety are directly related to the terms and conditions.
According to the account of the bank, it was subject to daily charges for an intense pressures to be unfair for the goals, and meeting the collective constraints, which give rise to an environment of constant stress and fear to switch off the job. Justice is not only recognized the link between the illness and the mental, and the work is, but also understand that the bank has failed to take preventive measures and ensure the work environment is healthy, in breach of his duty to protect the health of the worker.
Therefore, it shows that more than meet the requirement of the law, in the management of mental health needs to be understood as a strategy for business: protecting your staff, but also preserves the productivity, and strengthen the reputation of the institution. In the case of Ita, which is widely reported in the media, it serves as a warning to organisations in all sectors.

The COMPLETION
of THE upgrade of the NR-1, representing a new milestone in the recognition of mental health as a key element for the protection of labour.

With the requirement of the mapping psychosocial risk and take preventive measures, companies will need to review their management culture and organisational structure. The neglect of this aspect, it can mean not only the loss of talent and productivity, but also the impact of the legal, severe, with the legal actions, proceedings and damages the image of the company.
In this context, it is imperative that all organizations operate in a proactive manner, and technical integration. With the use of best practices in mental health, in addition to strict compliance with the NR-1, it is not only a result of legally in the business, but it contributes to a more humane, more sustainable, and more productive.
Take good care of the emotional health of the workers, is seen as a competitive advantage, it is now a requirement of the law and the ethical commitment to the future of the relationship.

Litigation:

In the case of the Glove sight: a lesson on the contract, the clauses of the evil-aligned, and the risks to the business.

The recent outcome of the legal dispute between Iran Portugal, the driver known as the Sleeve of the Masons, and former businessman, He, Jesus, has thrown some light on the fundamental issues in the law of contract and tort in business sophistication.

The controversy started in the year 2022, when the Sleeve of a Stonemason, he made it to the break up with his then-businessman-on the assumption you are not satisfied with the management of his career, and the lack of transparency in financial matters. In spite of the backlash on the social networks, with the agreement of the agency and signed by the parties, it was still in place, with the express provisions of the exclusivity, and the obligation of accountability, and the fines set forth initially, at$ 5.3 million.

The breach has been done in a unilateral way, and hard, without any notice, or the attempt to mediate. In response, He, Jesus filed a lawsuit in which it pleads for the application of the penalty of the contract, the compensation for damages resulting from the exposure of the negative, which has, in addition to reimbursement for expenses incurred in the course of the agency — such as the investment in the structure of the image, and the position of the mark of the driver.

In the course of the proceedings, the defense of the Iran Ferreira argued that there was a breach of trust, and poor management on the part of the entrepreneur, on the ground that the driver had no knowledge of the payments, and the strategic decisions that were being made on its behalf. However, the Justice found that there was no evidence of bad faith or breach of contract on the part of the owner.

The ruling by the 2nd court Civil proceedings in the Barra da Tijuca district in Rio de Janeiro, and was considered for the termination of, as justified, and he acknowledged that the work of his friend he was, within the limits of the law, and contract negotiation. The court noted that the dissatisfaction of the driver have not been formally communicated to you or is accompanied by attempts to re-negotiation, which points to a lack of governance of contract on the part of the driver, and your legal team. It was, therefore, a fixed compensation in the amount of$ 3.6 million, which includes:

the value of a part of a fine only (adjusted to comply with the limits of rationality);
reimbursement of investments in proven;
compensation for damage due to the exposure of the public to the negative damage suffered by the employer.

In addition, the court pointed out that the effect of media to the termination of, how exciting, and with no technical support, it has caused some damage to the image of his friend, Jesus, directly affecting your reputation as a professional in the art world and the business world.

What does this reveal about the disputes in the business?

Although it involves the study of influence of digital, the case presents the outlines of a very well-known by people who work in business litigation. He opens the risk of bad decisions have focused on the absence of any provisions to the output, well-structured, and the lack of legal assistance in the course of the execution of the contract.

The main fault in this scenario, it is not only in the decision to break off the relationship, but in the way it has been conducted without the support of adequate technical, with no formal announcement, and measures the primary management of the conflict. In the absence of the governance of the contract, especially for orders of high value, economical and in the public eye, it can transform the disagreements on the point in dispute multi-billion us dollar.

In the process it also revealed that the claims are subjective, and wear-to-people did not overlap with the force of a contract is legally binding. Even though there are frustrations and legitimate, it must be formal, documented, and should preferably be dealt with by means of negotiation or mediation, out of court.

Essential lessons for business:

In the case of the Glove of a Mason, is an emblematic example of how a poor contract management can compromise the results, a picture, and the continuity of the business. Below, we’ve outlined the key lessons learned on the basis of this experience:

The contracts are risky assets and safe: The signature of a contract does not guarantee legal certainty. It is important to understand the impact of each section, you manage deadlines and contractual obligations and to review the terms from time to time. Contracts are structured to reduce risk exposure and improve the performance of business.

“The agreement is verbal or non-not be used as a shield companies: Although it is recognized in a few cases, the oral agreement lacks the essential elements of the exam, and clearly as possible. Testimonials for the exchange of e-mails or messages on WhatsApp are so fragile in front of the court. A contract is a solid, well-written, in turn, arranges for the relationship and defines the obligations and prevent disputes.

Terms of termination; indemnity is just as important as the commercials for These clauses define how the connection can be closed, what are the costs involved and the criteria for compensation. In the absence of a caution at this point, you can generate a passive unexpected compromise the reputation of the business and directly affect the cash flow in the event of a dispute.

In the absence of the legal counsel of the continual and costly: it must contain only orientation on the phase of the signature, it is a common mistake. Business contracts require monitoring at every stage of the relationship, including renegotiations, warnings, penalties, and termination. This is even more important in a relationship, with a strong asymmetry of information, or a high strategic value.

How can you support your business:

The TM Associates, we operate with a focus on the prevention and litigation in order to protect the business in all levels of contract:

Design and review of contracts, corporate and commercial use,
the Planning of the provisions strategy of exclusivity, penalties, termination);
the Defense in legal disputes of a civil liability and dispute for compensation;
Armor status of intangible assets (brand, images, and know-how.

📞 Get in touch and see how we can help you:
📧 tm@tmassociados.com.br
📍 www.tmassociados.com.br | ☎ (11) 2923-7989

Each month, the team at TM is Associated with brings up a newsletter with topics that are essential to the success of your business. We discuss the practical and objective approach to the key features in Advisory, Litigation, Labor and Tax, can help you make safer decisions and strategies. Don’t miss out on this chance to transform information into a competitive advantage! 📩

Advisory

ETJSC recognize the succession of a member of the debt of the company is terminated by the voluntary winding-up alerts you to important corporate restructuring

The Court of Justice of Santa Catarina (TJSC) recognized in the decision of the Fourth board of the company Law, the liability of the former owner of the company is terminated by the voluntary winding-up in accordance with article 1.003, sole paragraph, of the Civil Code. The board found that there was a succession of the business, even with the abolition of formal legal entity.

Understand the nature of the case:

The discussion took the form of a company, the debt was extinguished by a voluntary winding-up, that is, without any petition in bankruptcy or judicial liquidation, and that the attempt of the creditors that he has an ex-partner for the debts remaining.

In the opinion of the first degree, was liquidated in the process, on the basis of the absence of liability of a partner for the debt of the company. However, the TJSC reformed the decision-making by recognizing that the extinction of the voluntary does not mean that all the members of your liability company, when the established continuity of the company’s business in its own name or through another subsidiary.

The decision of the court: the improvement of the scope of the liability

The reporter, mr. Luiz Zanelato, pointed out that “If the company is wound up, but it’s an activity that is continued by the partners or a third-party account, there is a succession of the business and, therefore, it is the heritage of the people responsible can be held liable for the obligations of the former.”

The decision of the TJSC is of particular importance to the operations of a corporate reorganization, liquidation, voluntary, and the closure of companies with liabilities that are outstanding.

The implications for the reorganization of business:

The former indicates the increased focus on the process of the extinction of the companies, especially when you:

Staying in debt is not paid in full at the time of the settlement,
The company’s activity is kept up by the ex-owners, either directly or indirectly,
There is a continuum of clients, assets or operational structure, and establishing the succession.

In the case-law, it was reaffirmed that the way to extinction, it does not eliminate the risk of the liability of the partners, especially if there is evidence of abuse, and fraud of creditors, or the continuity in disguise for the business.

As for the TM Members can assist you?

Our team of advisory and corporate governance that is able to provide you with technical support, and policy:
a legal Analysis of the winding up and dissolution of companies;
the Mitigation of the risks, restructuring and corporate reorganization;
structure or property which may be lawful on the basis of law and jurisprudence, and the present.

The decisions of business requires a legal technician. You can count on the TM Members to ensure the peace, and in compliance with your strategic moves.

Litigation

The race for the Brand’s “I’m Still Here” at the INPI (
Subject: Name of the film is the winner of the academy award-it has been the subject of dispute, at the INPI

The expression, “I’m Still Here,” he consecrated for the film, which won the academy award for Best International Film by the year 2025, it has become the center of a major dispute at the National Institute of Industrial Property (INPI). The dispute is between two parties, of profiles with very different to a traditional producer, Videofilmes, a reference in the audio-visual sector in brazil, and the lawyer Jean-Paul, Gaia, Born from Maceió (AL), which is active in the agency as art and marketing.

The legal battle centers around the title, and the right to the exclusive use of the phrase as a trademark in the industries are different, but with the possible to the intersection of the public and the scope of culture.

The Position of the Producer

In August, 2024, the Videofilmes — founded by directors Walter Salles and João Moreira Salles — filed the application for registration of the trademark “I’m Still Here”, in BRAZIL, in relation to the production of the film is based on the memoir by Marcelo Rubens Paiva. The company argues that the brand has a strong load-symbolic identification with the video project, has been in use since the early stages of production.

The Position is in the Office

A few months later, the lawyer, Jean-Paul, Gaia, Born filed the application for registration of the same mark, but for the use of services of the agency and the artistic advertising and marketing. He maintained that the mark has applicability to a legitimate within the context of their professional activity, as distinct from the activity of audiovisual Videofilmes.

The opposition to the Formal and the Application must be submitted to INPI

The double drove in the Videofilmes to show opposition to the administrative-formal, in February, in the year 2025, a few days before the Oscars. This way, the process is entered at the stage of technical analysis, which can last up to 15 months, according to the average period provided for objection procedures marcária in Brazil.

During this period, but none of the applications can be approved in a final, therefore it is necessary to wait for a decision-making technique for the definition of the title and the scope of its use.

What’s at stake?

The decision by the patent office, will be crucial to determine the following:

One who may be able to exploit commercially, for the brand’s “I’m Still Here.”;
In which industries is the name you can be used,
and If there will be a space for the co-existence of a regulated, or if one of the parties may be able to get the exclusive.

The case draws the attention of not only the context of the international recognition of that work, as well as for the reflections, which may result in further action involving the tags related to cultural production. The decision by the patent office will be instrumental in defining the boundaries of the record, the technical mark and it is the use of the symbolic derivative of works of art, marking a point of tension between the two worlds of art and business law.

Labor

CREDIT TO THE CREDIT OF THE EMPLOYEE: A NEW TYPE OF LOAN WITH THE GUARANTEE OF THE GOVERNMENTAL PROCESS IS REGULATED BY THE FEDERAL GOVERNMENT 

The federal government has officially launched on the 21st day of march, in the year 2025, the program for the Credit of the Employee, which was established by the Provisional Measure no. 1.292/by 2025, creating a form of a loan guaranteed-facing employees with a registered employee. This initiative allows you to use up to 10% of the outstanding amount of the SEVERANCE, and 100% of the fines as collateral to obtain the loan, with the aim of increasing access to finance and reduce the rate of interest charged by the financial institution.

The loan can be made online, via the app, Portfolio of Work in the Digital or the authorized banks, which gives more convenience to the employee form. The amounts will be deducted directly from the payroll system, in compliance with the out-of-the 35% of your monthly earnings.

In the event of a termination of employment without cause, the bank will be able to make use of the warranty, from the GOVERNMENTAL to pay off the outstanding balance of the loan, providing greater security for financial institutions to reduce the risk of non-payment. As a result, the workers can have access to lines of credit with interest rates lower than what is on the personal loan to conventional.

However, with the accession of credit, loans with a guarantee of SEVERANCE impose other obligations which are relevant for the business. On the basis of data from financial institutions or, at the intersection of information, do eSocial, the company may be notified in writing that the employee was hired credit loans, with the use of the SEVERANCE Future. 

It requires you to register for the event, the “SEVERANCE Future,” the eSocial, as well as the pick-up, via the tab to the SEVERANCE of the Digital, of the shares related to the repayment of the loan. The failure or delay of such obligations may result in a fine for the breach of an obligation than an accessory-and the penalties for lack of payment of the SEVERANCE.

In this way, it is imperative that companies look for the portal to SEVERANCE a Digital scan data with your staff, upgrade to the eSocial according to the guidelines, and make payments to the 20th day of the month subsequent to the competence of avoiding tax assessments, and operational losses.

CONCLUSION

On the program, the government creates new legal obligations for companies requiring special attention in the areas of human resources, bookkeeping, accounting, and legal and labor. 

Its right on the eSocial collection via the SEVERANCE of the Digital and the processing of data are the fundamental measures to ensure the compliance with the law and avoid penalties. The continuous monitoring of the contracts entered into by the employees, and the adoption of best operating practices, they have become so essential to the effective management of this new situation.out!

Tax

Pbps no 16/2025 and 63/2025: Stay up to date on the major bills that will have an impact on the current scenario of the Tax Reform 

With the passage of the Constitutional Amendment 132/2023, in December 2023, Brazil, moves to a new way of consumption taxes. The proposal replaces the tax-traditional – ICMS, ISS, PIS, COFINS, and part of the early childhood intervention for three of the new Tax, the Goods and Services (LBS), the Contribution of Goods and Services (CBS), and the duty Selection (S).

Even though the model is in the process of being regulated, there are still some doubts regarding the manner of the impact of the new tax, in particular, on the basis of the calculation, and the system of credit. Against this backdrop, get spotlight Projects by the Law Supplement (Pbps) no 16/2025, and no 63/2025, which brings significant advances to these settings.

The PLP no. 16/2025: the Highest specification on the basis of the calculation

The PLP no. 16/2025 aims to dispel the distortions are related to the composition of the basis for the calculation of the new tax. Although the EC number 132/2023 already provides for the calculation of out-of IBS and CBS, questions have arisen as to the inclusion of the ICMS, ISS is regularly on the bases, and vice-versa.

The proposed changes to the Law, Kandir, and the Complementary Law no. 214/2025 to make it clear to you that:

• IBS and CBS, will not be included in the basis for calculating the tax, the ISS regularly;
• ICMS, ISS, and the ECI also, don’t make up the foundation of IBS and CBS.

To eliminate the overlapping of taxes, the project enhances the transparency of the tax, thereby preventing practices that increase, artificially, the tax burden – as was the case with the model in the VAT, which has concealed the actual amount of the tax to the consumer. To the extent that is essential for the consistency and predictability of the system.

The current status of the procedure:

• Submitted on 6 February, in the year 2025, by Mr Gilson Marques (NEW SC), and others.
• On the 17th of February, in the year 2025, it was referred to the Committees on Finance and Tax (CFT), and of the Constitution, Justice and Citizenship (CCJC).
• On the 4th of April, in the year 2025, Mr Mauro Benevides Filho (PDT-CE) was appointed rapporteur for the CFT.
• Currently, the project is awaiting the opinion of the special rapporteur on the CFT.

The PLP no. 63/2025 Balance for the family?

The service sector tends to be one of the most affected by the new tax. In spite of the promise of the non-cumulative nature, our service providers, in general, to carry out a few purchases subject to credit, which would result in tax increases proportionately higher.

In order to mitigate this effect, the PLP no. 63/2025 proposes the extension of credit is assumed to 60% of the rate of the guard for the providers of those services. The measure is designed to ensure the greatest protection of all sectors of the economy, balancing the rules for the calculation of the contribution.

Whereas, the service sector accounts for nearly 70% of the national GDP, and it is relevant to generate employment, the approval of the project, it is considered to be of strategic importance to the competitiveness and sustainability of the industry.

The current status of the procedure:

• Presented at the 17th of march, in the year 2025, by Senator Laércio de Oliveira (SP/SS).
• On the same day he was booked and sent for publication in the Journal of the Senate of the Federal government.
• Currently, the project is awaiting clearance from the President of the Senate, and to the definition of the committees that will consider.

As the TM is Associated with can help you with?

The TM is Associated with active, strategic advisory services, legal, tax to their customers, by offering:

• The analysis of technical expertise on Tax Reform;
• Diagnostics, prevention of hazards.
• Practical advice and customized to adapt to the new rules.

We’ll be happy to assist your company in the process of transition, and the adequacy of the tax.

Each month, the team at TM is Associated with brings up a newsletter with topics that are essential to the success of your business. We discuss the practical and objective approach to the key features in Advisory, Litigation, Labor and Tax, can help you make safer decisions and strategies. Don’t miss out on this chance to transform information into a competitive advantage! 📩

Advisory

The exclusion from the Estate of the Framework for Corporate governance: Decision-making in the são paulo Reinforces the Need for Speed in a Business Succession

A succession of members, requires strategic planning and due diligence to ensure business continuity and to avoid legal risks. Most recently, 1st. the Chamber Reserved for the Corporate Law of the Court of Justice of São Paulo (são paulo), the decision regarding a case in point of the deletion of the estate of the corporate structure, providing important insights for managers.

Understand the nature of the case,

In the case of Abuse of the Instrument, no. 2306952-48.2024.8.26.0000, the RT was evaluated with the exclusion of a collection for more than 30 months of his tenure in the company. The agreement provided for the admission of the heirs, as the members were subjected to the action of the members left. On top of that, the company expressed its lack of interest in the residence of the successors of the member is deceased, acting on its inclusion.

However, the court suspended the effect of the resolution on the grounds that, for a long period of time, the company would have agreed to what the estate of the deceased in the corporate structure. During this time, the collection has exercised rights of the typical membership, participated in the meeting and to have received the information strategy, which stressed the theme of acceptance is implied.

The impact of the legal and business

The RT believes that, in the face of the long-term for the collection, deletion, you should see the formal investigation procedure laid down in article 1.085 of the Civil Code, ensuring that the broad right to a defence, and in compliance with the legal requirements. The case asserts that the delay in the onset of the members can be unwanted side effects, making it impractical for a shutdown, simplified.

The decision highlights the need for speed to the decision of whether or not they are of the past in order to avoid this kind of situation. If the company does not want to stay in the heirs to the corporate structure, you should take immediate action to document formally, its position and making sure that the deletion process is carried out with the safety requirements of legal certainty.

Recommendations in order to mitigate the risks

To avoid that the weight would stay the unintended successors spammers, it is recommended that the social contracts provide for a specific restrictions on the entry of heirs, such as partners, and when that is the intent of the founding fathers. In addition, you must comply with the following points:

• Registration and communicating effectively: The documentation of a decision of the partners, and their communication in a timely to the survivors is crucial in order to avoid litigation in the future.
• Resolution immediate succession: The manifestation of the members, it should be clear, timely, and avoiding claims of a tacit agreement;
• The formal procedures of the shutdown: If the estate of the deceased has been with the company for a long period of time, your exclusion, you must follow the rite of the formal provisions of the Civil Code;

As for the TM Members can assist you?

Our team of experts is prepared to assist businesses in the design of the succession to the company and the implementation of effective mechanisms to mitigate the risk of legal. 

We can support you in:

• Review and preparation of contracts for social and shareholders ‘ agreements;
• Legal strategies, for the exclusion of the shareholders, and assigns.
• Mediation of disputes between the heirs and fellow members remaining;
• The implementation of good practices in order to ensure safety and security procedures.

Proper estate planning ensures the stability of your business, and avoid unnecessary disputes. Get in touch with the TM is Associated with, and rely on our expertise to guide the process to safely, effectively and efficiently.

Litigation

The Importance of the Registration of the Trademark.

The branding and the name of the company, are valuable assets that make your products and services on the market. However, without the proper registration of your brand name you can be open to the copies of law, unfair competition law, and even to court cases. The registration of a trademark is an important step to ensure the uniqueness of use, and to ensure the protection of your business.

What is a brand?

A trade mark is a sign which identifies a product or service and differentiates you from your competitors. It can be composed with words, images, symbols, or any combination of these elements. According to the Law, the Industrial Property law (Law no. 9.279/96), a trademark gives the owner the exclusive right to use all over the country.

Why should I register my brand?
Trademark registration provides a number of benefits, including:

• Exclusive Legal Protection for the owner of the trademark is registered you can use it for in the sector corresponding to it, preventing any third party from using it inappropriately.
• The valuation of Business Enterprises, with the registered trademarks show more credibility in the market, which can make a difference.
• Protection against Unfair Competition – Prevents others from using names that are similar as to confuse customers, or to benefit from the reputation of your business.
• The facility is in Legal Actions, The registry provides legal support for the proprietor to oppose the use or misuse by any third party.
• The possibility of Expansion , With the signature, it is possible to exploit the opportunities for licensing of, and services.

In the process of the registration of the trademark

The application for registration of a trademark in Brazil is expected to be made next to the National Institute of Industrial Property (INPI), and there are a few simple steps:

1. Your search-feasibility and Feasibility
   Before making a request to the registry, it is essential to check whether the desired mark is already registered or if there is anything similar that might cause a hindrance. This can be done directly on the website of the conservatives, or with the help of an expert.
   The protocol of the Request in
   
   the Case of the research, indicate the feasibility study, the next step is to file the application for registration, the trademark office. In the process, including the choice of the classification of the brand, according to the Nice Classification, in addition to the payment of the application fees.
   
2. Examination of the Formal and the Substantive
   intellectual checks to see if the request meets legal requirements and to examine whether or not the trademark is to be registered, taking into account criteria such as distinctiveness and the lack of conflict with existing trademarks.
   
3. The publication and the Period from the Opposition,
   approved the formal examination, the application shall be published in the Journal of intellectual Property (RPI), the time during which a third party may lodge an opposition to the registration within a period of 60 days.
   
4. The decision and award of the Record,
   If there is no opposition, or if the company is able to fight it successfully, the pto granted the registration and issue the certificate of ownership of a trademark is valid for 10 years, renewable for successive terms.
   
5. Recommended action: that Companies need to adapt their practices and regulatory compliance, and enhance internal policies for the management of risk in order to mitigate any potential liabilities, labor, and consumeristas.

How to have a trademark registration successful

• Sign in to your brand-and how – Companies– that is delaying this process, you can tackle any future problems, such as lawsuits, and loss of identity in the market.
• Avoid generic or common use of The more distinctive it is, the name of the brand, the greater the likelihood of approval by the trademark office.
• Keep track of the publication of the application – The period of opposition is a critical step in the process, it is important to be aware of your potential claim.
• To renew your registration on time – every 10 years, it is necessary to renew the registration of the trademark, to keep you protected.
• Count with the help of specialist – An expert lawyer can help you in all stages, ensuring the safety of the procedure.

As the TM is Associated with can help you with?

The TM Associates, we provide full assistance to make sure that your brand is protected. Our team will assists you from the feasibility study up to the award of the record, including the defense in the case of the opposition, and the court.

Don’t let your brand be vulnerable! Get in touch with us, and to protect your most valuable assets.

[

Labor

SUPREME court: THE Carmen Lucia cassa TRT deny employment

The Minister of the Supreme Federal Court (STF) (STF), Carmen, Lucia, ruled in favour of a constitutional complaint lodged by the company in the forestry sector, which is challenging the decision made by the Regional Labor Court for the 9th circuit (TRT-9). In the said judgment, he had recognized the existence of an employment relationship between a director and the company, on the basis on the grounds that it would have been a fraud on the outsourcing of the provision of services to you.

The Fourth group of the Regional Labor Court of the 9th in the Region based their decision on the basis of the principle of the primacy of reality, which states that, in relation to employment, it is necessary to consider the reality of the facts, at the expense of a formal document. Thus, after a review of the evidence and a witness, the Court for Labor ruled that the provision of the service was personal, continuous, and subordinate to, the requirements defined in the employment relationship, which is why it has determined for the annulment of the contract for the provision of services entered into by and between the parties to it. In light of this decision, to be timber company filed an appeal to the SUPREME court, seeking to reform.

During the course of his judgment, the Carmen Lucia started the TRT-9, thus reinforcing the understanding of the legal outsourcing, also in relation to the activities of the company, subject to compliance with the principles of the constitution and the rights of workers. This decision re-affirms the possibility of the employment of sub-contractors for the implementation of the core activities of the business, strengthening the interpretation that the outsourcing does not constitute, by itself, a breach of the legislation in the labor market, provided they met all the regulatory requirements, and ensured the protection of workers involved in the provision of services to you.

The decisions of this nature to provide greater legal certainty for businesses and workers, and thus differing interpretations, which may lead to uncertainty in the market and work in the judicial branch.

CONCLUSION:

In view of the above it is evident that the decision of the Carmen Lúcia the SUPREME court has a significant impact on their business, it reinforces the legality of outsourcing, including activities, end-to-end, subject to the respect of the rights of the workers. It provides greater legal certainty in the application of this model to the hiring, reducing the risk of any labor claims are based on the assumption of automatic controls.

For businesses, this is the placement that minimizes the uncertainties about your company, and you might want to encourage a greater flexibility in the management of the workforce, and ensuring that contracts are entered into with the providers of the service are met. In addition to this, the decision to reduce the justiciability of the case, providing a more predictable environment for the labour market, in particular in relation to the outsourcing, and the legal status. 

Tax

Program Revenues Harmony: A New type of Relationship with the Taxpayer

The Federal Revenue of Brazil (RFB) has launched the Program on the Recipe Page, in a groundbreaking initiative aimed at the prevention of disputes with the tax and incentive to compliance with tax and customs duty. Published by means of the Decree RFB no. 467/2024, this approach represents a key milestone in the modernisation of the tax administration, while promoting increased certainty and transparency and dialogue with the tax authorities and tax-payers.

What is the Program of the Recipe the same page?

The Program is Revenue-Harmony is designed to encourage good practice on tax and offer a different approach to the taxpayers who meet the criteria for conformity set. In this way, the internal Revenue service seeks to reduce the litigation, tax, and provide mechanisms to avoid tax assessments, and to minimize the imposition of penalties and interest on salary.

The proposal is part of the model is in compliance, the tax was recommended by the Organization for Economic Cooperation and Development (OECD), which encourages the relationship further collaboration between the fiscos, and the tax-payers. Countries such as the United Kingdom, Australia, and Chile are already implementing similar systems, which are based on the credit of tax compliance.

The pillars of the Program

The Tune is based on the following principles:

• Good faith and transparency, and Encouraging two-way trust between the tax authority and the taxpayer;
• The prevention of disputes, Reduction of the dispute to the administrative and the judicial, through the consensus of directors;
• The rating of the conformity Assessment, the objective of the taxpayer, as the fulfillment of tax obligations;
• The benefits to the taxpayer concerned – given priority in the review of claims for refunds, reimbursements and refunds of federal taxes, in addition to preferential treatment in the service of the irs.

They were created by programs for the preparation of the a-pillar to the compliance of the RFB: 

• The program to encourage Compliance with Tax Program Revenue-Tuning);
• Compliance program, the Cooperative’s Fiscal Programme, the Trust); and
• The Brazilian program for the Economic Operator to the Authorized Program (OAS).
  

What are the changes to the industry?

The contributors, who have a high rate of compliance to be able to take advantage of the significant benefits can be achieved in the operations carried out in the context of tax reform, such as:

• Shorter lead-times for a refund of the tax credit (art. 39 (3), III, LC 214/25);
• The lower complexity of transactions between related parties (art. 5, paragraph 7 of the LC 214/25); 
• The suspension of payment (art. 76, paragraph 3, of the LC 214/25). 
• The prioritization in the service of the irs; and
• The ease in obtaining birth certificates on the financial statements.

In addition, the program fosters a culture of autorregularização, and encouraging the companies to correct for any differences in tax and without the need for audits and assessments.

As the TM is Associated with can help you with?

The team is a tax on the TM Members are ready to focus their company on the adequacy of the criteria for the Programme on the Recipe Page, ensuring that the frame right under the guidelines of the internal Revenue service by assisting in the prevention of risks in the financial statements.

If your company would like to better understand the impact of this new regulation, and how to be prepared in order to maximize your benefits, please contact us to schedule a personal meeting.