Establish a Branch in Brazil

Our company formation advisors in Brazil assist foreign companies interested in expanding their activities in the country through the establishment of a branch.

What are the characteristics of a branch in Brazil?

A branch is an extension of a foreign company. It operates in the same industry as the parent company abroad, and it is fully controlled by the foreign entity.

Entrepreneurs interested in opening a branch in Brazil should be mindful of the following:

• The parent company is fully liable for its Brazilian branch; however, it offers an important opportunity for expansion;
• The branch operates under the foreign company’s name, to which an expression can be added to indicate the fact that it is a branch;
• The activities of the branch are subject to local Brazilian laws and courts, as it will operate on the local market;
• A branch in Brazil cannot be set up without prior approval for functioning from the Brazilian authorities.

Our experts in setting up companies in Brazil can definitely help you expand your business in this country.

What are the steps for branch creation in Brazil?

The following steps are relevant for branch setup in Brazil:

1. Obtain the government authorization for the branch (see below for more details);
2. Prepare the documents for entering the branch into the registry of legal entities operating in the country;
3. Register the branch with the public corporate registry;
4. Apply for the tax number and register with the tax authorities;
5. Open a bank account in Brazil;
6. Handle other post-registration steps, such as capital modifications, registering for the purpose of hiring employees, and hiring staff.

All documents issued in foreign languages must be translated into Portuguese by a sworn translator and, in most cases, notarized (certified). In some situations, an apostille may be required.

A foreign company that establishes a branch in Brazill will use its foreign name, followed by the expression that indicates its status (such as do Brasil, for example).

Must a branch in Brazil have a local representative?

Yes. As part of the branch creation process, you will be asked to appoint a resident representative. The appointment will be supported by a power of attorney that identifies the representative and stipulates their approval to undertake this role.

The representative of the branch will be granted the power to deal with issues concerning branch creation, operations, management, and so forth. They will act in the best interests of the branch and, as a result, of the foreign company interested in doing business in Brazil.

Can changes be brought to an already registered branch in Brazil?

Any changes to the branch’s particulars, such as a modification that takes place concerning its Articles of Association, must be duly notified to the authorities.

Such changes are first notified, documented accordingly, and registered.

There is no requirement to receive approval for changing the branch’s legal representative. This can take place as required, provided that no changes are made to the Articles of Association.

How do I open a branch bank account in Brazil?

Bank accounts for branches of foreign companies in Brazil are opened with a local branch of a large, international bank.

According to the Brazilian Central Bank, there are many foreign financial institutions that operate in the country, a recent count amounting to 104 such companies.

The first step when opening a bank account in Brazil is choosing the suitable bank, followed by the second essential step of preparing the documents.

It can cost USD 400 to open a bank account when working with our team.

Please know that the prices for a starting package for a branch can vary, however, you can receive a personalized offer upon request.

What authorizations are required to open a branch in Brazil?

An essential step for branch setup in Brazil is the application submitted to the Ministry of Economy for its approval.

Without the approval for functioning, a branch cannot commence its business activities in Brazil.

Our team highlights the main steps required to obtain approval for branch creation:

• Prepare the documents: these include the foreign company’s resolution to open a branch in Brazil, its articles of association and proof of lawful registration with the authorities in its country of origin, as well as financial information;
• Have the documents legalized: all the documents submitted for the branch approval are notarized and certified; an apostille may also be required;
• Submit the documents to the state office in the region in which the branch will operate;
• Await the branch approval decision and then its publication in the Official Gazette;
• Submit any additional documents to the state office where the branch will be domiciled.

This request contains the following:

• The corporate decision related to its setting up in Brazil, with the operations the company intends to undertake in the country, as well as the capital, in the local currency, assigned for its activities here;
• The parent company’s articles of association;
• A list of the partners and associates, comprising their complete names and qualifications;
• The certificate which proves that the company was set up and it abides by the legislation in its country of origin;
• The appointment of a legal representative who resides in Brazil, together with his or her acceptance on the conditions of setting up and activating in the country;
• Updated information on the foreign company’s financial status, such as its most recent balance sheet.

How are Brazilian branches taxed?

There is no special branch tax rate, and these types of establishments are taxed using the same rate applicable to resident companies, the standard corporate income tax rate to which a surtax applies. We list the rates of the main taxes below:

• 15%: the corporate income tax rate, with a surtax, making the effective rate 34%;
• 0%: the withholding tax on dividend payments, when the distribution is made to a resident; no withholding tax applies to distributions made to non-residents when these are paid out from IFRS profits.
• 25%-4%: the value of the state VAT, or the ICMS; this is levied on the provision of certain types of goods and services;
• 5%-2%: the value of the  municipal tax, or ISS, applicable to services other than those subject to the ICMS; exported services can be exempt in certain cases;
• 8%: the social security contributions payable by the employers to each deferred salary of an employee;
• Others: there is no payroll tax, no capital duty, no tamp tax; a real property tax, or IPTU, is collected by the municipality on an annual basis and is calculated according to the deemed sales price of the property.

Brazil has signed approximately 30 double tax treaties; however, it has not signed the OECD multilateral instrument (MLI) developed to implement tax treaties with measures targeting the prevention of base erosion and profit shifting. Our team can give you more details about these treaties as needed.

What are the accounting requirements for branches in Brazil?

The branch in Brazil is subject to the compliance requirements for corporations; however, it can be subject to lighter requirements in terms of annual accounting and reporting.

In general, the tax year is the same as the calendar year, and all business entities in the country, including branches of foreign companies, are expected to file an annual income tax return corresponding to the previous business year.

The filing is performed before the last business day in July, the year following that for which the submission is made. For the corporate income tax, monthly or quarterly advance payments are usually submitted. In case of excess tax, this can be used to offset future taxes, under certain conditions.

Must I hire an accountant for the branch in Brazil?

Yes. Working with an accountant is required, due to the fact that all corporations must submit accurate and, in some cases, audited financial accounts.

The accountant is appointed as part of the branch creation process and can be provided via our incorporation services. When working with us, a fee will be set for introducing the accountant and covering the initial period of services.

If you have more questions about branches in Brazil or require assistance for their setup in 2026, please do not hesitate to get in touch with us.