Buying a minority stake in a Brazilian company: do I need CADE approval and how long does it take?

Notification Criteria (Mandatory Pre-Merger Review)

Under Brazilian Competition Law (Law 12.529/2011, art. 88), the transaction must be notified to CADE if it qualifies as a concentration act (e.g., acquisition of control or relevant influence) and has effects in Brazil, and if both of the following revenue thresholds (based on the prior year's gross revenue in Brazil) are met: At least one economic group involved: ≥ R$ 750 million; At least one other economic group involved: ≥ R$ 75 million.

These thresholds remain unchanged as of 2026 (no official update has been implemented despite past discussions). No special rules apply solely because the acquirer is foreign—the focus is on Brazilian market impact and group revenues. Approval Timelines: The operation cannot be closed before final CADE approval (standstill obligation; violation risks heavy fines). Legal maximum: 240 days from complete filing (extendable by up to 90 days in justified cases). In practice (based on recent CADE data, including 2025): Most cases (especially simpler ones) are cleared much faster—often in 20–70 days on average, with many sumário (summary) reviews in around 30 days. Complex cases may approach the full legal deadline.

If the thresholds are not met, notification is not required (though CADE may request review within 1 year post-closing in exceptional cases).