Contrato de integração vertical sob a ótica das estruturas de governança

Abstract

This dissertation deals with the legal regime of vertical integration contract established by Law # 13288/2016, starting from a legal and economic analysis from the perspective of governance structures. The research work is justified by the expression of agribusiness’ activity in economic and social development not only in Brazil, but worldwide. In addition, the figure of vertical integration contract is already widespread in foreign law under the name of “contract farming”, and its implementation in Brazil is still very recent. For this reason, in order to eliminate legal insecurities and doubts about its regulation, a thorough legal analysis is necessary in order to focus on economic aspects of agribusiness, such as transaction costs, economic (in)dependence between parties, institutional environment, bounded rationality and opportunism. The main purpose of this research is to identify the institutional environment of agribusiness and, consequently, the vertical integration contract, based on the assumptions of new institutional economics substantiated by Oliver Williamson, Douglass North and Ronald Coase. This work follows hypothetico-deductive model. The general foundations of agribusiness are used as a major premise along with general economic notions of the economy of transaction costs, whilst the minor premise seeks to interpret the specific situation of integration contracts, both in their practical aspect and in their legal basis in Law #13288/2016.