Being the economic powerhouse of Latin America and the largest country in South America, Brazil provides ample opportunities for entrepreneurs and investors.
Starting a business in Brazil is a reasonable option for ambitious entrepreneurs looking to expand internationally. It has a huge growing consumer market in addition to stable economic growth and low inflation.
Being one of the largest economies in the Western Hemisphere, Brazil offers exciting possibilities to companies seeking to expand their business to Latin America.
How to register a company in Brazil
As with any venture, planning and research are important. Before setting up your company and incorporating it in Brazil, you must know which information and documents you need to provide the authorities. To get this done easily, you need the right firm by your side. Your Damalion expert is always available to help on this front.
If you are looking to register a business in Brazil, outlined below is the process involved.
Decide on the right type of Brazil company for the business
The first step in starting a business in Brazil is choosing the right type of legal structure for the company to be incorporated. For that, it is important to consider how many people are going to be involved, as well as how much the initial capital will be.
The most common types of companies in Brazil are the following:
- Limited liability company (Sociedade Limitada/Ltda): a Sociedade Limitada in Brazil is easy to form and operate as very few customs are needed for its organization and management. The Ltda is governed by the managers, who run the daily operations of the corporation, and may also have a board of directors, which, if assigned, will be responsible for making main business decisions and governing the broad affairs of the company.
- Corporation (Sociedade Anônima/S.A): this legal entity is proper for various types of businesses and investments. The S.A.is governed by the officers, who run the daily operations of the corporation, and by a board of directors, which is responsible for making main business decisions and supervising the general affairs of the corporation.
Other business types in Brazil include Silent Partnership (SCP), Consortium, Single Holder Limited Liability Entity (EIRELI), and Branch Office of Foreign Corporations.
Appoint a Legal Representative in Brazil
According to Brazilian law, it is necessary to appoint a legal representative who will represent the company before local authorities, clients, and partners. A Power of Attorney will be required that authorizes the legal representative to carry out the company process locally. This Power of Attorney has to be signed by the corresponding party. Note that the legal representative must be a Brazilian citizen or have a permanent visa and fixed residence in the country.
Prepare and register the articles of incorporation
The next step is to prepare the company article of incorporation. The articles of incorporation allow the establishment of the company in Brazil. This document is vital for business formation as it is going to work as the backbone of the company and decide the way it is run.
Among other things, the articles of incorporation must include the following:
- The name of the entity
- The address of the business
- Details on the shareholders
- Information on Capital
- Information on the business activities that will be launched
- Details on the government of the company.
These documents must be submitted to the local State Board of Commerce for amendment and registration. Once authorized, the State Board of Commerce will assign the company the NIRE (Número de Identificação do Registro de Empresa), which is an identification number provided by the State Board of Commerce and it approves the company is registered.
Obtain a taxpayer ID or CNPJ and Register the CNPJ
Once the company has been appointed a NIRE, you have to visit the Federal Revenue Bureau (Receita Federal) to obtain a taxpayer identification number or Cadastro Nacional de Pessoa Juridica (CNPJ).
Once the company is allocated a taxpayer ID number or CNPJ, it must be registered at the Brazilian Central Bank (Banco Central do Brasil). This stage can be done online, the Brazilian Central Bank will give the company a digital certification verifying its registration with this entity.
Register the company at the local Municipality to obtain all essential licenses
Permits will be required depending on the goods or services the company will provide (food, education, financial, etc). It is essential that before the company starts operations, it receives all required permits and licenses from the local Municipality. This step requires a couple of assessments and revisions of the commercial establishment to ensure its safety and adherence to all local regulations.
Open a corporate bank account
With the business registered before the right authorities, you will be able to open a company bank account at the bank of your choice.
The necessary documents for this step will differ according to each bank. Generally, you will need to submit the following documents:
- All documents used when setting up the business, like shareholder documents and the Articles of Association/Incorporation
- Bank forms
- Taxpayer ID
When choosing a bank, it is important to consider that the bank that has flexible policies.
After the company is incorporated, other requirements involved complying with the local tax and accounting.
Beginning and operating a business in Brazil can be complicated, requiring an in-depth understanding of all the rules and regulations, but to simplify this process, let’s go ahead and contact your Damalion expert now.
