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The object of this article is to analyze the Golden Share (Agao de Classe Especial) as a country instrument of economic sovereignty. It questions whether, legally, there is a possibility of imposing on the Executive Branch the use of the veto power inherent to the golden share in cases where a joint venture of a foreign company with a state-owned company represents a risk to national sovereignty. The hypothesis is that based on the principle of economic sovereignty (art. 170, I), there is an express obligation to the administration to veto in the case where a joint venture of a foreign company with a national company harms the domestic market (art. 219). The method of analysis adopted is deductive bibliographic verification, added to the inductive analysis of the most relevant case in which the extinction of a golden share in Brazil was proposed: the joint venture between Embraer and Boeing. It was concluded that in cases where a joint venture of a foreign company with a national company represents a risk to economic sovereignty, there is the possibility of imposing the use of the veto power to the Executive Branch, in case of omission, it is competence of the National Congress, and subsidiarily to the Judiciary Branch, due to the imposing nature of the constitutional principle of economic sovereignty.
Keywords: golden share, economic sovereignty, parallelism of forms
INTRODUCTION
On July 5, 2018, representatives of the Brazilian company EMBRAER and the US company BOEING signed a memorandum of understanding that embodies the closing of a joint venture that had been in dialogue since the previous year between the companies1. In it, the creation of a company in commercial aviation was foreseen, which had as a division of its capital stock the proportion of eighty percent to the US company and twenty percent to the Brazilian company, which gave control to the former, as well as a joint venture in the area of defense.
Faced with this scenario, this article, given the dimension of the case, intends to analyze the relevance of the golden share instrument for national2 economic sovereignty.
To this end, two questions are raised: (i) is it legally possible, with regard to the veto power inherent in the golden share3, considering the Brazilian...