Sociedade Anônima do Futebol
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Sociedade Anônima do Futebol ("Football anonymous society", SAF) is a type of public limited company in Brazil.[1] It was introduced by Law 14193/21,[1] which sought to improve the governance and financial management of Brazilian football clubs.[2]
Background
[edit]Until 2021 football clubs in Brazil were structured as non-profit civil associations, who were exempted from taxes, and could not be sold to investors. Law 14193/21 seeks to provide a legal framework for clubs to transition to companies, providing mechanisms such as a centralized regime for indebted clubs to pay their creditors, allowing clubs to issue CVM-regulated securities and incentivizing new investments.[3][2][4] Other than the civil associations, some football clubs were structured as public limited companies prior to the introduction of the SAF model, such as Cuiabá Esporte Clube (later transitioned to a SAF) and Red Bull Bragantino.[5]
The law was based on a study by the lawyers Rodrigo Monteiro de Castro and José Francisco Manssur, published in their 2016 book Futebol, Mercado e Estado (Football, Market and State), which analyzed the business structure of Brazilian football and compared it to foreign models. Afterwards, the study was presented to the National Congress in 2019 by senator Rodrigo Pacheco (PSD-MG), resulting in the creation of Bill 5.516/2019, authored by Pacheco.[2]
The bill was reported to the Federal Senate by senator Carlos Portinho (PL-RJ), where it was approved in 10 June 2021.[6] It was reported to the Chamber of Deputies by congressman Fred Costa (PATRI-MG) and voted in 14 July, where it was approved with a 429-7 vote.[7]
The bill was sanctioned by President Jair Bolsonaro in 9 August 2021, resulting in the creation of Law 14.193/2021.[3]
List of SAFs
[edit]| Club | Majority shareholders[5][8][9] | SAF establishment date *According to the opening of the CNPJ | Note | |
|---|---|---|---|---|
| Cuiabá Esporte Clube |  Dresch Family (100%)
|
2°) 13 December 2021 (date of the transformation of the company club S/A to the SAF model)[10]
19 December 2001 (date of creation of the CNPJ as a company club) |
It was structured as a public limited company before transitioning to a SAF | |
| América Futebol Clube (MG) | América SAF (100%)
|
5°) 5 January 2022 | ||
| Club de Regatas Vasco da Gama |  777 Partners (70%)
|
7°) 16 August 2022 | ||
| Botafogo de Futebol e Regatas | John Textor (90%)
|
4°) 3 January 2022 | ||
| Cruzeiro Esporte Clube | Pedro Lourenço (90%)
|
1°) 6 December 2021 | ||
| Esporte Clube Bahia |  City Football Group (90%)
|
8°) 27 February 2023 | ||
| Coritiba Foot Ball Club | Treecorp (90%)
|
6°) 10 February 2022 | ||
| Clube Atlético Mineiro | Galo Holding (75%)
|
9°) 28 November 2023 | ||
| Fortaleza Esporte Clube | Fortaleza EC SAF (100%)
|
11°) 08 January 2024 | Inspired by FC Bayern Munich, statute prohibits club from selling over 50% of shares[11] | |
| Novorizontino | Novorizontino SAF (100%)
|
10°) 6 December 2023 | Unlike other Football Societies hitherto constituted through the drop down operation (art. 3, of Law no. 14,193/2021), Grêmio Novorizontino opted for the transformation/conversion of a civil association into SAF, in accordance with provisions 2, item I, of Law no. 14,193/2021. | |
| Botafogo SP | BFC (60%)
|
3°) December 22, 2021 (date of the transformation of the company club S/A to the SAF model)[12]
01 August 2018 (date of creation of the CNPJ as a company club) |
It was structured as a public limited company before transitioning to a SAF |
Red Bull Bragantino is the only example different from the others. Explained: partner of the beverage company since 2019, Bragantino is not a SAF, but a club-company. The big difference with the new business model is that SAF has more advantageous taxation, in addition to having greater transparency, with clear governance rules and supervision by the CVM, which makes the business more interesting and secure for investors. Red Bull also has the teams Red Bull Salzburg (Austria), Red Bull Leipzig (Germany) and the New York Red Bulls (United States). [13]
See also
[edit]References
[edit]- ^ a b Deputy Director for Legal Affairs of the Presidency of the Republic. "LEI Nº 14.193, DE 6 DE AGOSTO DE 2021". Archived from the original on 7 June 2023. Retrieved 9 May 2023.
- ^ a b c Rodrigo Capelo (2 September 2022). "O que é SAF? Entenda formato que mudou o futebol brasileiro" (in Portuguese). Globo Esporte. Archived from the original on 9 May 2023. Retrieved 9 May 2023.
- ^ a b "Lei do Clube-Empresa é sancionada" (in Portuguese). Agência Senado. 9 August 2021. Archived from the original on 11 November 2023. Retrieved 11 November 2023.
- ^ "Sociedade Anônima de Futebol: a tool for restructuring Brazilian football clubs". mattosfilho.com.br. Archived from the original on 9 May 2023. Retrieved 9 May 2023.
- ^ a b Ricardo Magatti (14 April 2023). "Brasileirão das SAFs: os clubes que viraram empresas, quem estuda virar e os que rejeitam a ideia" (in Portuguese). O Estado de S. Paulo. Archived from the original on 9 May 2023. Retrieved 10 May 2023.
- ^ "Senado aprova projeto que cria clube-empresa no futebol brasileiro; entenda" (in Portuguese). CNN. 10 June 2021. Archived from the original on 11 November 2023. Retrieved 11 November 2023.
- ^ "Câmara dos Deputados aprova projeto do clube-empresa; sanção depende de Bolsonaro" (in Portuguese). Lance!. 15 July 2021. Archived from the original on 11 November 2023. Retrieved 11 November 2023.
- ^ Wesley Santana (9 May 2023). "Treecorp adquire 90% do Coritiba, na primeira transação de um private equity brasileiro no futebol" (in Portuguese). InfoMoney. Archived from the original on 23 May 2023. Retrieved 23 May 2023.
- ^ "Atlético-MG vira SAF com aprovação do Conselho; veja valores, quem vai comandar e modelo de gestão" (in Portuguese). Globo Esporte. 20 July 2023. Retrieved 22 July 2023.
- ^ https://ge.globo.com/mt/futebol/times/cuiaba/noticia/clube-empresa-desde-a-fundacao-cuiaba-vira-saf-e-abre-caminho-dentre-os-times-da-serie-a.ghtml
- ^ "Fortaleza aprova transformação em SAF inspirada no Bayern de Munique; entenda" (in Portuguese). ESPN. 23 September 2023. Archived from the original on 24 September 2023. Retrieved 25 September 2023.
- ^ https://botafogofutebolsa.com.br/wp-content/uploads/2024/04/BFSA-Demonstrac%CC%A7o%CC%83es-Financeiras-e-relato%CC%81rio-da-Auditoria-2023.pdf
- ^ https://www.lance.com.br/futebol-nacional/quais-clubes-da-serie-a-do-brasileirao-sao-saf.html