Compliance and corporate governance
Compliance program, internal policies, legal risk management and corporate governance — including anti-corruption under Law 12.846/2013. In person at Avenida Paulista or remotely.
5,0 · 18 Google reviewsCompliance is not a manual in a drawer: it is the program that reduces real risk — anti-corruption (Law 12.846/2013), antitrust, data, labor and internal conduct. Governance is the design of who decides and how: board, reserved matters, policies and controls that keep a wrong decision from becoming a liability for the company and its officers.
The fronts of the compliance program.
- Integrity programRisk assessment, code of conduct, gifts/hospitality/conflict-of-interest policies and a whistleblower channel — the anti-corruption core of Law 12.846/2013.
- Corporate governanceDecision structure: board, reserved matters, quorums and the boundary between partners and management — coordinated with the shareholder agreement.
- Internal policiesOperational policies with real force: procurement, sales, HR, information security and asset use — written to be followed.
- Legal risk managementMap of the operation's legal risk, prioritization and treatment plan — from the badly drafted contract to the practice generating systemic liability.
- Whistleblower channel and investigationStructuring the channel, triage and conducting internal investigations — internal labor matters are handled under labor investigations.
- Officers' liabilityDirectors' duties, conflicts of interest and the perimeter of personal liability — prevention that protects decision-makers.
- Sector-specific compliancePrograms adapted to the regulated sector: health, financial, construction — each with its own regime of obligations.
Paper compliance does not protect — what protects is what the company follows.
Law 12.846/2013 punishes the company for acts against public administration — and an effective integrity program is a statutory mitigating factor in sentencing. But 'effective' has criteria: real risk assessment, policies the operation knows, a working whistleblower channel and documented investigations. The beautiful manual nobody follows does not mitigate — and can worsen matters as evidence the company knew and did not act.
Governance answers who may decide what: matters reserved to the board, the directors' authority limits, approval policies for contracts above a threshold. The boundary between partner and officer — and the personal liability of whoever manages — is what governance designs.
The whistleblower channel is the piece that changes culture: a report investigated with procedure and whistleblower protection generates information management would not otherwise have. The internal investigation has its own rules — confidentiality, right of defense, documentation — and, when it involves labor issues, connects to internal labor investigations.
Legal risk is treated before it becomes liability: a recurrent badly drafted contract, a commercial practice generating CDC claims, a labor routine without documentary support — the risk map prioritizes what to fix first by expected liability cost. Compliance is that: preventive management that litigation later confirms.
How we run the case.
- Assess the riskMap of the operation's legal risk — sector, size, exposure to public agents and liability history.
- Design the programCode, policies, whistleblower channel and governance proportional to risk and size.
- Implement and trainThe program the operation actually knows and uses — training, communication and leadership buy-in.
- Monitor and investigateIndicators, reports investigated with procedure and periodic program review.
What to bring to the first conversation.
Documents that speed up the review
The program design starts from the operation's risk map — documents of the structure and current practices speed the assessment.
- Articles of organization and org chart
- Existing code of conduct and policies
- List of current processes and controls
- Liability and litigation history
- Contracts with public agents, if any
- HR documents and internal routines
- Procurement and sales procedures
- Audit reports, if any
Case review and a written proposal before any step is taken. Informational content under Brazilian Bar Association Rule 205/2021 — it does not replace an assessment of your case.
What clients say on Google.
“From the very start I was looked after exceptionally. The team is attentive and explains every step.”
Amanda M. · Google“Excellent, highly qualified professionals. I highlight the professionalism, the service and the honesty.”
Rita G. · Google“Very polite, patient, always with precise, accurate answers. I recommend them with no reservations!”
Thais T. · GoogleTranslations of real client reviews published on Google.
Who leads this area.
Partner responsible for the corporate practice (OAB/SP 344.334). Postgraduate in Corporate Law (FGV), he works on company formation and restructuring, shareholder agreements, contracts and succession planning. Member of AASP and AIPLA. Fluent in English.
Meet Renato FalchetCommon questions.
Is a compliance program mandatory?
Not for every company — but it is a statutory mitigating factor under Law 12.846/2013 (anti-corruption), is required by bidders and large clients, and reduces systemic liability. Companies contracting with government or operating in regulated sectors have a direct incentive.
What is Law 12.846/2013?
The Anti-Corruption Law: it punishes companies for acts against public administration — bribery, bid rigging — with strict liability. An effective integrity program mitigates the sanction.
Is governance only for large companies?
No — governance is the design of who decides and how, useful at any size. In a few-partner company it is the boundary between partner and officer and the reserved-matters rule — the same things a shareholder agreement organizes.
Is a whistleblower channel mandatory?
Mandatory in some sector regimes and required in public bids and contracts with large companies. Even when not mandatory, it is what makes the program effective — and gives management information it would not otherwise have.
Does compliance protect the officer personally?
Yes — documented governance shows the officer met duties of diligence and loyalty, and a followed policy documents the decision's good faith. It is preventive protection against personal liability.
How much does a program cost to implement?
Proportional to size and risk: a mid-size company program is a weeks-long project — assessment, code, core policies and channel. The cost is comparable to one avoided dispute — and the proposal comes in writing after the initial assessment.
Does the company have a program — or just a manual nobody follows?
Send the structure and risk history: we design the program proportional to the operation, with policies the company actually follows — written proposal.