If you’re a foreigner looking to expand your business or start a new company in Brazil, the good news is: yes, it’s absolutely possible and it can be extremely advantageous.
Brazil offers a wide range of opportunities in sectors like technology, energy, healthcare, tourism, and many others. However, to take full advantage of this potential, it’s essential to understand the rules and strategically plan your entry into the market.
In this article, we break down everything you need to know about opening a company in Brazil as a foreigner and the benefits that come with it.
Who Can Open a Company in Brazil as a Foreigner?
Brazilian law allows foreigners to take part in Brazilian companies, either as individuals (persons) or as foreign legal entities that want to open branches or subsidiaries in the country.
However, it’s important to follow a few key rules, especially if the foreigner does not reside in Brazil.
Can a Foreigner Be a Partner in a Brazilian Company?
Yes. A foreigner — even a non-resident — can be a partner (quotaholder/shareholder) in a Brazilian company, as long as they meet the following requirements:
- Obtain a Brazilian taxpayer number (CPF):
The first step is to obtain a CPF from the Federal Revenue Service. This document can be issued even for those living abroad, through Brazilian consulates.
- Register the investment with the Brazilian Central Bank (Bacen):
This is done through the Electronic Declaratory Registration of Foreign Direct Investment (RDE-IED), which formalizes the entry of foreign capital into Brazil.
- Appoint a legal representative in Brazil:
This representative must be a Brazilian resident and have specific powers, including receiving legal notices and representing the investor before public authorities. They will act on behalf of the foreign investor, ensuring proper legal representation within the country.
Can a Foreigner Be an Administrator of a Brazilian Company?
Yes. Foreigners — even non-residents — can be appointed to management roles in Brazilian companies (such as director, manager, or administrator).
However, the law requires certain measures to ensure proper legal representation in Brazil during and after the foreigner’s term. A foreigner may hold a management position as long as they appoint a representative in Brazil with:
- Powers to represent them in legal and administrative matters, and
- A mandate valid for at least three years after the end of their term.
This representative must be an individual residing in Brazil, appointed through a notarized power of attorney with express powers.
Residence Visa for Business Investment
This visa is an excellent option for foreigners who want to come to Brazil to establish and manage a company into which they are investing their own funds.
To qualify, the investor must meet one of the following requirements:
- Minimum investment of R$500,000 in a new or existing company; or
- R$150,000 for companies with innovation potential or the capacity to generate a significant number of direct jobs.
Additional requirements include:
- A detailed business plan demonstrating the viability and economic impact of the project;
- A formal application to the Ministry of Justice, followed by visa issuance at a Brazilian consulate once approved.
Required Documents and Registrations
To open or participate in a Brazilian company, the foreigner must provide:
As an individual:
- Valid CPF
- Valid passport
- Public power of attorney appointing a representative residing in Brazil with powers to:
- Receive legal notices
- Sign corporate documents
- Represent the investor before the Federal Revenue Service, Central Bank, and commercial authorities
- Receive legal notices
As a foreign legal entity:
- Parent company’s articles of incorporation/bylaws (with sworn translation into Portuguese)
- Incorporation documents and authorization to operate in Brazil
- Registration with Bacen via RDE-IED
- Registration with the Commercial Board and Federal Revenue Service (CNPJ)
- Appointment of a legal representative in Brazil
Types of Companies a Foreigner Can Open
A foreigner can be a partner or shareholder in the same company structures available to Brazilian citizens, including:
- Limited Liability Company (LTDA): The most common format, offering limited liability according to capital contributions.
- Corporation (S/A): A more complex structure, often used by larger companies with share capital.
- Single-Member Limited Liability Company (SLU): Ideal for solo entrepreneurs who want to maintain limited liability.
The ideal structure depends on the business goals, capital, number of partners, and acceptable level of risk exposure.
Conclusion
Opening a company in Brazil as a foreigner is not only possible, it’s a real opportunity for entrepreneurs and investors. Even if you live abroad, you can formalize a business in Brazil.
However, the process requires strict attention to legal, administrative, and tax obligations, such as Central Bank registration, appointing a local legal representative, and, in some cases, applying for an investment-based residence visa.
To ensure safety, efficiency, and peace of mind throughout the entire process, working with specialized support is highly recommended.
Ready to take the next step and open your company in Brazil with full support?
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