In our last article, we talked about the Types of Companies in Brazil. Due to the positive impact that we had in this article and the flow of international contacts that we receive daily, we thought it was an interesting idea to talk here on the Blog about the process of opening a foreign company in our country.
As we all know, the entry of foreign companies in Brazil is allowed, but there is a specific law that must be strictly followed, both in corporate and banking and labor issues. What is new at this stage is that, as of last year, foreign companies no longer need to have a national partner.
However, a legal representative should be appointed in the country in the form of a proxy to represent and be responsible for the foreign company in all legal, accounting, tax and labor issues. In the case of Brazil, this representative must have Brazilian nationality, be a naturalized Brazilian or have a permanent visa in the country. What’s more, the representative should have a permanent residence in the country.
All documents generated abroad must be legalized in the country of origin where there is Brazilian diplomatic representation. Concomitantly, the same applies for documents generated in Brazil that need to be validated abroad.
For documents of foreign origin, a sworn translation is required for it to be accepted by Brazilian authorities. In Brazil, another important and mandatory factor is that all foreign firms must obtain a CNPJ (Corporate Taxpayer’s Registry). Since it is a corporate constitution, a contract must be drawn up with all the relevant rules and regulations, including all the registration details, corporate framework, shared capital and clauses, and contractual information.
The fastest way to obtain an inscription is through the Cademp (register of individuals and legal entities resident or not in the country with an equity stake abroad) of Central Bank, which, after analysis, forwards the request electronically to the RFB (Brazilian Revenue Service), which assigns a CNPJ number and returns it to the Central Bank within 24 hours.
With relation to the registration of foreign investment, it must be done directly through the RDE-IED system, which is the registration for investments in foreign currency made in Brazilian companies that have the intention of permanence and acquisition out of global markets. All other registrations and entries must be requested to the competent authorities like commercial registries, state and municipal finance departments, among others.
Another factor required is the opening of a bank account for loans, investments or capitalization between the foreign and the Brazilian partner.
To conclude these initial steps, attention should be given to labor matters, hiring, respective authorities and requirements. We will talk more about the Opening and Expansion of a company in our next post.
You can count on our team to assist you throughout this process. We are present in more than 60 countries and we can provide customized services. Please, contact us.