Brazil-Linked Transaction Due Diligence Checklist: What to Verify Before Taking Exposure

Define the decision and the moment of exposure.

Write the action under consideration, the entity taking the exposure, the deadline and the assumptions behind it. A deposit, request for an LC, contract signature and release of sensitive information create different questions. Name the claim that makes the Brazilian connection material: producer access, corporate authority, asset ownership or another dependency.

Assign an owner for the decision and owners for legal, banking, technical and investigative questions. This prevents a general diligence report from being treated as if it also provided a credit opinion or inspection. If the timetable prevents a material claim from being checked, record what will remain unknown at commitment rather than lowering the meaning of “verified.”

• Decision / deadline / entity taking exposure: record all three.
• Material factual assumptions: list the ones that could change the decision.
• Scope exclusions and responsible specialists: name them before work starts.

Identify the parties and the roles that must connect.

Obtain exact legal names, identifiers and jurisdictions for the buyer, seller, producer, exporter, intermediary and beneficiary where relevant. Include any guarantor or entity holding a material asset. A group brand, plant name and legal entity are not interchangeable. Preserve original-language names and link translations to their source records.

Compare the party list with the current offer, contract and payment instructions. Identify which role comes from an official record, a participant’s statement or an independent confirmation. If the seller changes during negotiations, update the map and the dependent checks; do not carry forward an assessment of another entity by implication.

Establish recorded identity and relevant history.

Consult the official CNPJ route for Brazilian entities and the competent registry for relevant filed acts. Save the identifier, source result and date. Reconcile current particulars with the agreement; use historical filings if the question concerns earlier ownership or authority. An active registration is not a statement about solvency, supply or transaction approval.

The Federal Revenue Service introduced alphanumeric CNPJ identifiers for new registrations from July 2026, while existing identifiers remain valid. Make sure intake files do not discard letters or reject a company solely because of a legacy numeric-only assumption. Format validation and an official entity check are separate tasks.

• Entity versus brand / branch / affiliate: reconcile explicitly.
• Relevant appointment, amendment or authority act: identify the actual document.
• Ownership layers and unresolved control questions: record sources and boundaries.

Verify the particular act the representative proposes.

Identify whether each person claims to introduce, negotiate, issue an offer, sign, delegate or collect payment. Review the principal, grantor, recipient, operative scope, dates and conditions in the supporting instrument. Establish the grantor’s relevant authority rather than stopping after matching a name to current management data.

Where contact is authorized, confirm through an independently established principal channel. Ask about the specific act and transaction, not whether the principal “knows” the broker. Preserve the exact response. A fee agreement can explain economic incentives without granting authority from the producer or seller.

• Does the documented power cover this act, product, entity and period?
• Does the actual negotiator match the authorized recipient, or is a delegation missing?
• Which authority question requires counsel’s interpretation?

Connect the seller to the goods or the obligor to the asset.

Separate existence, condition, title, custody, allocation and authority to dispose. A genuine producer or asset can be named in a proposal without the proposer’s relationship to it being established. Identify the product or asset, quantity or interest, relevant date and the exact commercial or ownership link being relied on.

For stock, seek lot and custodian evidence. For future production, examine the allocation arrangement and conditions. For an asset, identify the recorded interest and leave title, competing rights and enforcement significance to counsel. Public information cannot silently stand in for a physical inspection, private inventory confirmation or valuation.

• Evidence tied to this lot, delivery period or asset interest: identify it.
• Issuer and current relevance: corroborate separately from document appearance.
• Inspection, technical work or legal title review: assign any required specialist.

Compare the documents as a dated sequence.

Register each material file with sender, received date, claimed issuer and version. Compare names, identifiers, signatories, dates, quantities and units, product descriptions, beneficiary and conditions. Trace a revised term through the pack rather than assuming the latest document automatically supersedes every earlier one.

SCO, FCO, LOI, ICPO, NCNDA, IMFPA and SPA are commercial labels, not independent proof of supply or authority. Distinguish internally consistent wording from corroborated issuance. Metadata and formatting can prompt questions but do not settle authenticity. Repeated claims from the same origin remain one evidence chain.

• Original files and provenance preserved in the agreed channel.
• Cross-document mismatches identified and explained or left unresolved.
• Sensitive information minimized; issuer contact permitted before approach.

Check the actual product, facility and destination conditions.

Have the appropriate professional identify product classification, attributes and current requirements. Siscomex provides export administrative-treatment resources; MAPA’s SIF routes support establishment and country-specific research for animal products. Use the system that addresses the question, not a generic claim that the company is “licensed to export.”

Record the source, exact identifiers, status and relevant date. An old eligibility list, a certificate concerning another facility or a national trade statistic does not establish the present shipment’s position. If sources conflict or access is unavailable, seek clarification and retain the limitation. Operational plausibility and regulatory context are not proof of inventory or a booking.

• Product / facility / destination / relevant date matched.
• Specialist responsible for sanitary, customs or technical interpretation identified.
• Planned logistics events distinguished from independently confirmed events.

Understand the beneficiary and commitment sequence.

Compare recipient, contractual seller and invoice issuer. For any difference, seek the transaction-specific contractual basis and authority, not merely a statement of group affiliation. Keep bank-account authentication with the client’s bank and legal discharge questions with counsel. An investigator should not claim access to private balances or messaging systems.

Treat changed instructions as a changed assumption. Confirm through a previously established or independently verified route, not only the contact in the change request. If an LC or SBLC is proposed, record the facts still open at issuance. UCP 600, where incorporated, separates credits from underlying contracts and addresses documents rather than goods; an instrument does not independently verify the supply chain.

• Beneficiary’s identity, role and authority to receive: separately supported.
• Chronology of confirmation, issuance, shipment and payment: explicit.
• Changes in recipient or instruction: independently escalated and documented.

Resolve identity before interpreting adverse information.

Select relevant court, sanctions and media sources by jurisdiction and issue. Record coverage, identifiers, query date and material results. For proceedings, distinguish allegations, procedural events and findings; for similar names, establish whether the record concerns the correct party before attributing it.

Sanctions work may require ownership analysis as well as list checks. OFAC’s published guidance on its 50 Percent Rule is one example of why an unlisted name does not settle the question. The applicable frameworks and consequences belong with counsel or compliance. “No match identified in the sources searched” is more defensible than “no compliance risk.”

• Entity or individual match supported, not assumed.
• Source date, procedural status and relevant context retained.
• Coverage and unresolved ownership limitations visible beside the finding.

Finish with a claim-by-claim decision record.

Use a small set of defined statuses consistently. “Corroborated” means the stated fact has suitable independent support within the work performed. “Partly corroborated” identifies which elements are supported. “Inconsistent” identifies a conflict requiring resolution. “Not independently verified” identifies an open claim. “Not checked” and “not applicable” explain scope, not evidence quality.

For each material open point, name the next source, responsible owner and evidence that could change the assessment. Keep the decision itself with the authorized client team and the relevant advisers. A conclusion can corroborate identity while leaving allocation open; do not compress those facts into a reassuring badge.

Finally, set update triggers: replacement counterparty, changed mandate, new beneficiary, different product or delivery period, or a material court or regulatory development. Refresh the affected finding. A recently dated report on yesterday’s structure may no longer support today’s decision, even though none of its original observations was wrong.