New Law Secures Board Seats for Women

On July 23, 2025, Law No. 15,177/2025 was enacted, establishing diversity criteria for the boards of directors of certain business entities in Brazil. This new legislation represents a significant step toward strengthening gender equity within the governance structures of specific companies by mandating a minimum level of female representation on boards of directors.

According to the Law, the obligation applies to state-owned enterprises, mixed-capital companies, their subsidiaries and controlled entities, as well as other companies whose voting control is held predominantly by the Federal Government, States, Federal District, or Municipalities. These companies must allocate at least 30% (thirty percent) of the seats for full board members to women. The appointments may occur progressively as follows:

(i) 10% (ten percent) female representation starting from the first board election held after the Law comes into force;
(ii) 20% (twenty percent) female representation from the second election; and
(iii) 30% (thirty percent) from the third election onwards.

Additionally, once the 30% threshold is met, at least 30% of those seats must be filled by Black women or women with disabilities, based on self-identification.

The legislation also provides for oversight and enforcement mechanisms, including restrictions on decision-making by boards that fail to comply with the legal requirements in the case of state-owned enterprises. Internal and external oversight bodies will be responsible for ensuring compliance.

It is worth noting that publicly held companies (listed corporations) are not mandated to comply with the new Law but may opt to adhere to the proposed model voluntarily. The Executive Branch may issue regulations to establish incentive programs for such companies.

Law No. 15,177/2025 also introduced the following amendments:

• To the Brazilian Corporations Law (Law No. 6,404/1976), requiring the management report to include information on gender equity policies, the number of women in management and hierarchical levels, as well as a comparative compensation report by gender; and
• To the State-Owned Companies Law (Law No. 13,303/2016), requiring the disclosure of gender equality policies, using criteria similar to those described above.

More than a regulatory imposition, Law No. 15,177/2025, by setting objective criteria for the inclusion of women in strategic leadership positions, contributes to more diverse and inclusive decision-making processes.