In what will be seen as a welcome development to IP owners, the Brazilian Patent Office (BRPTO) is improving the system to record IP agreements.
More specifically, on 11 July 2023, the BRPTO published Ordinances 26 and 27/2023, improving the guidelines for registration of technology transfer and franchise agreements. For recordal purposes, complete agreements are no longer required to have certified notarized and legalized/apostilled signatures of the parties in case digital signatures are used. When executed abroad, such digital signatures do not have to comply with ICP-Brazil standards to be accepted by the BRPTO. Also, the requirement of two witness to the agreement has been abandoned.
Brazilian companies are no longer required to submit a Registration Form and documents such as bylaws, articles of association, memorandum of association and/or last amendment on corporate purpose and consolidated legal representation.
Broadening the scope of the agreements, the BRPTO follows international practice by accepting the recordal of know-how licenses. Such measure is a landmark on the BRPTO practice, which denied the possibility of licensing unpatented technologies as a matter of law. Moreover, patent, trademark and design patent applications are eligible to be licensed and royalties to be paid under the new regulation.
Finally, these changes are an important addition to improvements made by Law No. 14,596/2023, which provides for transfer pricing rules and enters into force on January 1, 2024, and will repeal legal provisions that established the recordal obligation for tax deductibility purposes. Moreover, since December 30, 2022, when Law No. 14,286/2021 (New Foreign Exchange Framework) came into force, the registration is no longer a requirement to legitimize remittances of royalties abroad, and proof of payment of income tax due.
This regulation trend shows the willingness of the Brazilian authorities to improve the business environment of the country.
• What changed: BRPTO; Law No. 14,596/2023; effective/dated: 11 July 2023. In what will be seen as a welcome development to IP owners, the Brazilian Patent Office (BRPTO) is improving the system to record IP agreements.• Executive impact: Implication for executives: reassess competition & regulatory strategy posture, especially decision ownership and evidence standards across Brazil operations. .• Where to go deep: approvals, registrations, and submission workflows, contractual allocation (indemnities, audit rights, obligations), portfolio/prosecution strategy and FTO reviews. Context: Such measure is a landmark on the BRPTO practice, which denied the possibility of licensing unpatented technologies as a matter of law.• Decisions to make: scope and accountable owner, evidence required to defend decisions, escalation thresholds.• Next steps: run a focused gap assessment; update playbooks/policies; and circulate a 1‑page executive memo (options, tradeoffs, timeline, residual risk, owner).
This section gives quick answers to the most common questions about this insight. What changed, why it matters, and the practical next steps. If your situation needs tailored advice, contact the RNA Law team.
Q: What changed, and why is it not “business as usual”?A: BRPTO Law No. 14,596/2023 reframes expectations in competition & regulatory strategy. In what will be seen as a welcome development to IP owners, the Brazilian Patent Office (BRPTO) is improving the system to record IP agreements. Timing reference: 11 July 2023. Q: Which parts of the business will feel this first?A: Typically: the operational teams executing the rule (approvals/filings, product/service design, contracting) and the lines that must prove compliance under scrutiny. More specifically, on 11 July 2023, the BRPTO published Ordinances 26 and 27/2023, improving the guidelines for registration of technology transfer and franchise agreements. Q: What is the main enforcement / dispute risk executives should manage?A: Misalignment between policy and execution plus weak documentation are the usual failure modes. Such measure is a landmark on the BRPTO practice, which denied the possibility of licensing unpatented technologies as a matter of law. Set ownership, define evidence standards, and ensure consistency across subsidiaries. Q: What should we do in the next 30–90 days?A: Commission a targeted gap assessment; prioritize high-impact processes; update playbooks and controls; and issue an executive memo with options, costs, timing, and residual risk. Align Legal, Compliance, Operations, and business owners on one plan. Q: How does this affect multinational governance and cross-border consistency?A: Use the update to harmonize group minimum standards with local add-ons (Brazil-specific). Define escalation thresholds and avoid country-by-country divergence that creates inconsistent risk postures and undermines defenses.
