Five Steps to Open a Business in Brazil as Foreigner Without the Need to Enter the Country

The Brazilian legislation presents a considerably flexible character regarding the foundation and performance of companies, even for a foreign associate to employ in the country, who may act as a businessperson even outside its national territory

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Author: Leonardo Almeida Lacerda de Melo

Can a foreigner start a business in Brazil?

Brazilian law does not forbid or create any obstacles for Foreigners to start a business in Brazil. On the contrary, the government itself has its own interest in investments in the form of foreign capital.

Before talking about the procedure itself, it is necessary for the businessperson to have a trustworthy person with the proper knowledge residing in Brazilian territory.

The aforementioned resident shall act as an attorney with powers to manage the company, represent it upon public organs (especially the Brazilian IRS and the Central Bank (Banco Central)), and receive subpoenas if necessary.

Steps to start a company as a foreigner

• Step one: The Foreigner shall register a CPF (Brazilian social security number), which can be made by filling out a form on the Brazilian IRS website.
• Step two: Have an attorney. The Foreigner shall appoint an attorney in Brazil; to do so, he must sign a power of attorney with powers to manage the company, describing what the attorney can do on his behalf, the limits of its operations, the necessity to request authorization to do so, among other things.
• Step three: then, the power of attorney must be apostilled and translated, the same as the Foreigner’s passport or any other identification document with the means to start the company and allow the Foreigner to act in Brazil.
• Step four: It could be useful as well to register in the Non-Resident Declaration Registry (CDNR) through the Brazilian Central Bank (Banco Central) website. The CDNR allows to register currency exchange operations of the Central Bank through its own website. All it takes is the CPF mentioned before. This is not an essential step in the case that the Share Capital is under USD100.000,00.
• Step Five: Have a Legal Person Tax Address. To do so, it is necessary to have a owned or rented property, with a specific document called Habite-se, and all the other necessary authorizations regarding it. The Foreigner can also rend a trustworthy virtual office. In this case, the Foreigner shall be careful about the virtual office he intends to rent. Look for something his attorney may know.
• Step six: have the payment guidelines for registering in the Board of Trade and make the payment of the registration fee. Then, the Foreigner (represented by the attorney) shall request the company registration in the Board of Trade. It is also necessary to check for any restrictions for foreign capital that the economic activity of the company may have, if it requires any specific licenses, or if it’s restricted to a determined professional.
• Step seven: get the necessary federal, state, and local operation licenses along with the registration in Brazilian Social Security and Ministry of Labour.
• Step eight: Open a legal personal bank account. The idea is to be on the same bank as the foreigner’s personal account (although it’s not mandatory).
• Step nine: obtain a digital certificate in the name of the legal person and the Foreigner in order to sign documents.
• Step ten: hire an accountant in order to make the company’s Monthly accounting.

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Is it possible for the foreigner to remotely administrate the company?

he company administration is possible through the attorney with managing powers, which, as stated, is necessary for the business to start. But, for direct management by the Foreigner, it may be possible through a Digital Certificate.

After acquiring the digital certificate, hiring an accountant, and acquiring a bank account for the company, it is possible to remotely manage the company without the need to come to Brazil, which, in this case, doesn’t even need the Foreigner to have any kind of Visa.

Does it require a Visa for a foreigner to be a businessperson in Brazil?

As stated in the proceedings to start a company in Brazilian territory, there is no need for a Foreigner to have a Visa in order to start a business in Brazil. For managing purposes, it can be achieved through a Digital Certificate, which allows the hiring of local directors, without mentioning the required attorney demanded by the Brazilian IRS (Receita Federal).

So there is no specific need for the Foreigner to come to the Brazilian territory since the company administration can be achieved through the Digital Certificate. Even regarding legal matters and representation in public organs, both can be made by the appointed attorney.

Is it possible for a foreigner to have a clearance for residence in Brazil after starting a company?

In Brazil, there is the possibility to acquire the clearance of residence for foreigners to start a business in the national territory through the Investor Businessman Visa, which can be required after fulfilling a few basic requirements.

The costs to issue the visa vary between R$100,00 and R$290,00 (USD18,00 to USD55,00) depending on the country of origin of the Foreigner Businessperson. The necessary requirement to obtain the Visa is the capital payment in a Brazilian company of at least R$500.000,00 (USD90.000,00). In the case of Startup companies with technology innovation in Brazil, the amount of capital can be lower.

The necessary documents are:

• Plan of Investment;
• The Articles of Association or any constitution file of the company with paid-up corporate capital;
• Foreign investment receipt, which must be presented in the Foreign Investment Declaration Registry;
• Exchange Contract issued by the capital receiving bank;
• Further necessary documents to gain residence in the country.
• Another way to acquire the same Visa is through the purchase of a property with a minimum value, in the north and northeast Brazilian regions, of R$700.000,00 (USD135.000,00), or 1.000.000 (USD190.000,00) in the remaining regions.

How to acquire permanent clearance for residence as an investor businessperson?

The clearance for the residence of the investor businessperson is granted for two Years. After the mentioned period, a verification is made to see if the Foreigner’s company is still functioning, granting the country jobs and tributes.

Starting 90 days before reaching the mentioned two Years, the foreign businessperson may request permanent residence clearance.

For more information regarding the Investor Visa, get in touch with us. We can help you. Click here.