In the contemporary economic scenario, the renewable energy sector emerges as one of the most strategic and dynamic, playing a crucial role in sustainable development and global energy security. Companies involved in this sector face not only technical and environmental challenges but also significant complexities, especially concerning operational and legal issues.
Energy generation can be derived from a variety of sources. Renewable sources, such as solar, wind, hydroelectric, and biomass, are gaining ground due to the growing concern about climate change and the environmental impact of fossil fuels. On the other hand, non-renewable sources, such as oil, coal, and natural gas, still account for a large portion of global energy consumption. Therefore, companies in the sector are in a constant search for balancing demand, profitability, and sustainability.
Technological innovations such as energy storage in batteries, smart grids, and carbon capture technologies are essential for the energy transition. These technologies not only increase the efficiency of energy generation and distribution but also facilitate the integration of renewable sources into the energy system, which is crucial for achieving global emission reduction targets.
In the context of corporate law, the most suitable corporate structure is directly related to the profile of its investors, making its choice vital for obtaining resources and the subsequent success of companies in the energy sector.
Although Limited Liability Companies (Ltda.) are the most common type in the Brazilian market, Corporations (S.A.) are particularly prevalent in the energy sector. In any case, both offer the necessary protection to their partners or shareholders, depending on the case, by limiting their liability to the amount of subscribed capital.
However, structuring the business model under the guise of a Corporation (S.A.) proves to be the most appropriate alternative to address the challenges typically associated with the energy sector, either due to the high risk related to the activity versus the return on investment in the medium and long term or due to the need for substantial and periodic financial contributions, not to mention the diversity of investor profiles, whose added value can be anchored through both financial resources and know-how.
One of the main advantages of a Corporation (S.A.) over a Ltda. is the ability to issue shares without nominal value, that is, without linking their value to the amount allocated in the share capital. As a result, it is possible to set different issue prices, depending on the current or projected business scenario, while the resources entering the company can be instantly capitalized as an increase in share capital or directed to a capital reserve account for future use, as provided for in the Corporation Law.
Therefore, considering a scenario where the contribution of resources will come from a plurality of investors, and that such investments may occur in different phases of the company’s development, the Corporation (S.A.) provides greater economic freedom and legal security.
In addition to corporate structure, building a robust corporate governance becomes essential. It plays a central role in managing companies and will manage the expectations of stakeholders, ensuring compliance with the complex regulations issued – and constantly revised – by public entities, facing scrutiny from regulatory bodies and, in some cases, from the end consumer.
To this end, corporate governance practices must be, in essence, transparent and effective, either through the creation of technical advisory committees to senior management, hiring key qualified and periodically evaluated employees, conducting compliance training and external audits, and presenting results in order to improve decision-making and the company’s credibility with shareholders and investors, key factors for the success in the future raising of new funds and the company’s financial stability.
It is worth noting that the dynamics of mergers, acquisitions, and joint ventures are significant for companies in the energy sector seeking to join the energy transition process or expand and diversify operations to enter new markets. These strategies allow access to new technologies and resources, diversify energy portfolios, which can mitigate future risks, including reputational risks, and increase competitiveness in the global market by combining different business models.
Finally, it is certain that regulatory compliance represents an ongoing challenge for companies in the sector. The regulatory framework can vary significantly from country to country, given that the energy matrix of each region is uniquely singular, depending on geographical, market, and geopolitical factors. Therefore, the regulation can change rapidly in response to developments in new technologies or even political priorities.
Thus, it is essential to maintain proactive operational and legal technical advice to ensure constant updates to the company’s risk matrix, guaranteeing not only compliance with current laws and regulations but also participation in consultations and public hearings with public administration bodies related to the energy sector, in order to more accurately foresee regulatory changes that could impact the future of their operations. Understanding and effectively applying the principles of regulatory and corporate law is as crucial as managing energy resources for companies in the sector.
The development of new businesses and the perpetuation of the activity itself depend on the validation and approval of the public sector, while combining a solid operational strategy with a robust corporate structure and governance is necessary for long-term success and sustainability in the competitive energy market.
