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Set up a Subsidiary in Brazil

Set up a Subsidiary in Brazil

Foreign companies can set up a presence in the country by establishing a subsidiary in BrazilSubsidiaries, which are Brazilian legal entities opened according to the domestic legislation, constitute a more straightforward option, rather than setting up a branch here. 

Even though there are different types of companies which can be set up according to the Brazilian law, the two most popular ones are the limited liability company (Limitada) and the Corporation (S.A.). 

Starting with 2012, a new type of legal entity has been introduced in Brazil and it is made of a single member, known as a single-member or individual limited liability company (EIRELI).

In this article, our company formation consultants in Brazil explain different aspects related to opening a subsidiary here.

If you are interested in other matters, such as how to open a company in Brazil that is not subject to the control of a foreign legal entity (even if it retains its level of independence, like a subsidiary), our team is ready to assist you each step of the way. You can read below to find out more about subsidiaries, or you can reach out to us if you wish to know more about other business forms.

Characteristics of subsidiaries in Brazil

Limited liability companies are by far the most popular types of legal entities in the country when setting up a subsidiary in Brazil, due to the fact that they are simpler and less expensive to run.

A limited liability company requires at least one administrator, who has a similar position to that of a director and who has to be a local resident.

This type of company also must have minimum two quota-holders, who can be local or foreign resident individuals or legal entities.

Our company registration advisors in Brazil can help you open a company in Brazil, according to your own needs and requirements.

Corporations in Brazil usually are utilized for larger businesses and are quite similar to limited liability companies, except for the following facts:

  • They have an executive board and a board of directors, instead of an administrator;
  • They have shares instead of quotas;
  • They can offer securities to the general public and create various capital classes.

Both legal entities have the right of the parties connected to decision-making, the profit distribution, financing and other crucial points which can be regulated by means of a shareholder’s or a quota-holder’s agreement.

Our Brazil company formation agents can assist you to open such a legal entity here.

Our team can also assist those who are interested in opening a branch in Brazil, as opposed to a subsidiary. The branch is directly linked to the parent company abroad and it is a mere extension of the foreign entity. Special conditions apply for the approval of the branch’s activities in Brazil and our team is able to assist with obtaining the mandatory Government approvals.

Taxation for subsidiaries in Brazil

The corporate taxes are generally subject to taxation on profits or on the presumed profits, with an income tax between 15% and 25%.

If you have further questions about subsidiaries in Brazil or for help in setting up a company in Brazil, we kindly invite you to get in touch with us.