Opening a company in Brazil as a foreign entrepreneur may require several important terms and conditions. In this matter, our specialists in company formation in Brazil can help with comprehensive guidance regarding the documents to be prepared when registering the firm.
Quick Facts | |
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Types of companies | The main business forms are the Limited Liability Company, the Joint-Stock Company, the Individual Company with Limited Liability |
Minimum share capital for LTD Company (if applicable) and Paid-In Requirement | No minimum capital is required |
Minimum number of shareholders | 2 |
Time frame for the incorporation (approx.) | 30 business days |
Corporate tax rate | 15% (34% including surtax) |
Dividend tax rate | No withholding tax on dividends |
VAT Rate | The VAT has a rate between 4% and 25%; other indirect taxes on goods and services apply in Brazil |
Number of Double Taxation Treaties (approx. ) | 35 |
Do you supply a Registered Address? (Yes/No) | Yes |
Local Director Required | Resident director |
Annual Meeting Required | Yes |
Redomiciliation Permitted | Yes |
Dual citizenship | Yes |
Electronic Signature | Legally recognized |
Is Accounting/Annual Return Required? | Companies prepare and submit annual financial statements and file the annual income tax return for the previous tax year |
Foreign-Ownership Allowed | Foreign shareholders are permitted to open a company in Brazil |
Any Tax Exemptions Available? (Offshore Income, Dividend Income etc.) | Total or partial exemption from duty or excise tax in some cases, partial income tax exemption for certain types of companies |
Any Tax incentives (if applicable) | R&D projects, reduced federal excise tax in some cases, certain incentives in the export sectors, regional incentives for the federal and state taxes, subject to conditions |
Our team assists individuals and corporations interested in doing business in Brazil. At the core of our services are those that include complete assistance for setting up a limited liability company in Brazil. We offer guidance for choosing the right business form, as well as ongoing assistance throughout the company registration process.
Foreign companies that open a branch in Brazil also benefit from our expertise. Special permission is required for branches of foreign companies that operate in Brazil, and our team can guide foreign corporations throughout the process of governmental authorization.
When drafting the documents for your company in Brazil, whether it is an LLC, branch, or corporation, you are invited to ask for practical help in this matter from our agents in company incorporation in Brazil, who can guide you during the entire registration process, also considering the fees which need to be paid.
We mention that a legal representative in Brazil can set up your business if you are a foreign entrepreneur who wants to implement the activities on the market, without having to be present in Brazil throughout the entire registration process.
Our solutions for company formation in Brazil include the following:
Having the dedicated support of a local team of experts streamlines the company formation process. The foreign investor can continue to focus primarily on the market strategy for the new company or branch while receiving updates and assistance as needed from our local experts.
The first step in order to open a company in Brazil is to choose the most suitable business form. Below, our company formation agents summarize the characteristics of the primary business types.
Local and foreign investors can choose between several types of companies. You can find a shortlist below:
Each business form has its own particularities and advantages.
If you are interested in company formation in Brazil, our team can help answer your questions before you incorporate one of the available business forms.
You can read more about the main types below.
LLCs in Brazil (sociedades limitadas) have the following characteristics:
Corporations in Brazil (sociedades anônimas, S.A.) are characterized by the following:
Our team can give you more details on publicly held corporations and closed corporations.
Foreign investors in Brazil can register branches or representative offices in Brazil, with suitable help from our consultants who are experienced in company formation in Brazil. In this matter, authorization from the government of Brazil must be obtained once you start drafting the documents for your branch, considering the local rules and regulations.
According to law, namely Law No. 8.934 of November 18th, 1994, the process of opening a branch or a facility in Brazil belonging to a foreign company is subject to the inspection and authorization of the Department of Registration or Business and Integration. This means that a foreign entity that wishes to do business in Brazil needs to obtain permission to do so.
Any alterations in the foreign company’s bylaws are also subject to prior approval from the Ministry of Industry, Foreign Trade, and Services. A foreign company commences the approval for the operation, the change, or the cancellation of its business by submitting an application to the Special Secretary of Micro and Small Enterprise of the Ministry of Industry, Foreign Trade, and Services.
The documents needed for branch approval, branch modifications, or branch activity cessation in Brazil differ according to the purpose of the application. The general conditions for document submission make it mandatory to provide the documents both in the original and in one copy each, with the former being returned to the company upon the completion of the process.
All documents are to be translated by a public official translator. Our team can assist you with the preparation of the documents.
Before deciding to open a branch in Brazil, the foreign company should understand the differences between a branch and a representative office. The first one is allowed to make direct sales and money transactions, while the representative office is registered only for marketing purposes and for business clients’ research in Brazil.
Working with a local team of experts, such as our own, is advisable for those foreign companies that wish to open a branch in Brazil, given the special process that involves obtaining the needed branch authorizations.
Company formation in Brazil is a multi-step process during which the legal registration of the new business entity is ensured.
All investors follow the same steps for registration with the National Companies Registry Office and several documents are mandatory for this purpose.
Our team lists the main documents in order to open a company in Brazil:
These essential documents are not produced at the same time. The first to be prepared are the articles of incorporation. These need to include all of the relevant information about the new legal entity and it is advisable to draw them up with the help of our team.
The incorporation documents, along with the filled-in incorporation form and the proof of registration fee payment, along with the founder’s identification documents are submitted for registration.
The National Company Registration Number assigned after proper registration is also the one with which the company will be identified as a taxpayer by the federal government.
Our team offers a comprehensive range of services related to company formation in Brazil. We assist investors throughout all of the incorporation steps, however, our team is also able to assist with additional solutions, for companies that have just been registered.
Applying for special permits and licenses is one of the most important steps that follow after registering the chosen business form. We are able to provide assistance and even represent our clients who wish to handle this step.
Examples of regulated activities in Brazil include the following: financial services, telecommunications services, educational and medical services to list a few. For example, certain financial services providers are subject to the regulation and control of the Securities and Exchange Commission of Brazil.
In addition to our services related to compliant corporate activities, we also provide assistance for tax matters, as well as for businesses that have already been incorporated. Companies in Brazil are required to pay the following taxes:
Brazil is the 5th largest country in the world, by territory and population, with important exits to the Atlantic Ocean and borders with countries from South America. These are only a few of the attributes which are considered important by many foreign investors interested in establishing their activities in Brazil.
With a solid and respected history, significant inheritance, and under continuous development, Brazil aligns with the powerful countries worldwide with stable and reliable economies.
Our team is ready to answer any questions concerning corporate taxation as well as annual reporting and accounting.
With our help, company owners can easily change the company particulars and register them as needed with the authorities. For businesses that can benefit from this service, we also provide virtual office solutions.
For comprehensive information about opening a company in Brazil and the related services in this matter, we invite you to contact our company formation agents in Brazil.