The structure that centralizes properties, shareholdings and financial investments is consolidated, as an alternative to asset protection and succession planning. The model is recommended for assets starting from R$ 1 million, offering a tax reduction on rents and capital gains, as well as facilitating the transition between generations. Experts underline the advantages of separating personal and corporate assets.
Family wealth management structures are experiencing accelerated growth on a global scale. According to the Private DeloitteThe number of family offices worldwide is expected to reach 9,030 by 2025, growing by 13%. The projection points to 10,720 by 2030, an increase of 75% in a decade. In Brazil the phenomenon manifests itself through real estate, which already amounts, according to the report, to around 117 thousand registered structures. Map of federal government corporations.
The asset holding presents itself as a tool capable of structuring the asset transition in an agile and less expensive way for families and entrepreneurs seeking to consolidate their legacy. Unlike operating companies, their focus is not to produce goods or services, but to organize and preserve assets, reduce legal risks and facilitate succession planning, explains lawyer Dr. Remo Battaglia, specialist in shareholdings. Furthermore, it can be created as a limited liability company (LTDA) or a closed company (SA), a model that guarantees greater confidentiality of information.
Planning and feasibility
Creating a holding company depends on analyzing your assets, family goals and tax impact. It is generally recommended for assets starting from R$1 million or with more ownership and interests.
An important aspect is the distribution of profits, which is currently tax-free. Even in the face of possible future taxation, in holding companies the income tends to be reinvested in the company itself, minimizing the impacts. The structure is also useful for families in the process of accumulating assets, acting as a manager for future acquisitions, highlights Dr. Remo Battaglia.
The process involves the census of the assets, the definition of the objectives, the choice of the company type, the drafting of the social contract with specific clauses and the payment of the assets. This transfer can be at book value or market value, each with different tax implications.
Asset protection with tax planning
The holding company separates personal assets from business assets, reducing the risks of lawsuits, debt, divorce or bankruptcy, as long as it is structured correctly.
From a tax perspective, it can reduce the burden on rent, capital gains and profit distribution. Example: taxation on rentals is lower if received by the legal entity, and the sale of stock properties may have a reduced tax, around 6.73%.
In the area of inheritance, heirs begin to receive shares of the company, avoiding the individual inventory of the assets and simplifying the transition between generations.
Strategies to avoid succession conflicts
With the transfer of shares rather than ownership, succession becomes more agile and controlled. Clear rules in the social contract reduce disputes and allow succession to be brought forward through donations with reservation of usufruct, taking advantage of current tax rates and avoiding tax surprises.
When to use a holding company?
The framework is particularly recommended for:
- Families with multiple properties
According to Dr. Remo Battaglia, in addition to tax savings, the holding company avoids the fragmentation of assets among heirs, preserving the integrity of the assets.
Expert legal advice
A recurring mistake is trying to structure the company without the guidance of a specialized lawyer. Poorly drafted clauses undermine protection and can lead to legal disputes and tax assessments, warns Dr Remo Battaglia.
The accountant takes care of bookkeeping, while legal planning requires technical experience. Structuring goes beyond opening the company.
Investment required
Plant:
- Legal fees: preparation of the social contract, inheritance clauses and tax planning.
Maintenance:
- Monthly accounting: compulsory even without work, generally between half and a minimum wage.
Goods, deeds and documents requested
Members’ personal documents, ownership certificates, deeds, tax returns and proof of ownership are required. Real estate, shareholdings, financial investments and credit rights can be paid.
New businesses must be formally incorporated into the business, ensuring clarity on ownership and avoiding future questions.
Planned succession and marital rights
The spouse may or may not be an heir, depending on the marital regime, the social contract and any wills. The holding company allows these rights to be regulated in a predictable and secure manner.
Example: in the partial community of assets, the assets acquired before the marriage can be protected in the holding company, directing the inheritance according to the will of the owner. With usufruct and will the structure guarantees predictability and reduction of family conflicts.
Guarantee of security and continuity of the heritage with planning
The asset holding consists of a corporate structure used for asset management, which involves aspects of asset protection, asset management and succession planning, with specific legal and tax implications.
Creating an equity investment involves operational and maintenance costs that must be weighed against the potential fiscal and organizational benefits. Changes in tax legislation affect the structure and an individual analysis of each case is recommended to verify the adequacy of the model.
Founding member lawyer of
specialist in asset holding and succession planning. Author of the book
Exchange contracts for real estate developments
speaker, master in Commercial Law (FGV) and master in Tax Law (PUC-SP), Corporate Law (FGV-LAW) and Real Estate. Graduated in
Negotiation
from Harvard Law School.
Website: http://www.bpadvogados.com.br
Source: Terra
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