Services · Company formation

How to open a company in Brazil as a foreigner

Updated 5 October 2026

23 hours is the average time to register a company in Brazil, but a foreigner should plan for 2-4 months. We break down the LTDA, SLU and S.A., rules for non-resident directors, fees, 2026 taxes and bank accounts.

Is it worth opening a company in Brazil

A Brazilian company takes 23 hours to register on average, and 73.7% of companies open in less than a day. That is the data of Mapa de Empresas, a government statistics service. For a foreigner living abroad, Murblz specialists plan for 2-4 months, spent on tax numbers, powers of attorney, apostilles, translations and the bank.

The second uncomfortable number is tax. The nominal burden on company profits reaches 34%, and Simples Nacional, the simplified tax regime for small businesses, is closed to companies with a partner living abroad. From 1 January 2026, Law 15.270 also ended the long-standing exemption on dividends: payments to non-residents are taxed at 10%. For comparison, neighbouring Paraguay taxes company profits at 10%.

The company itself does not give you the right to live in the country. That takes a separate investor residence permit: from BRL 500,000 (about USD 96,000 at roughly BRL 5.2 per dollar) invested in a Brazilian company. Other routes are covered in our article on Brazil residence through real estate.

It suits those who sell to Brazilian clients, open a subsidiary for local contracts, hire staff in the country or are moving there themselves. It does not suit a low-tax holding company, a business with foreign clients and no life in Brazil, or anyone hoping to skip a local accountant, who is mandatory.

Which company to open in Brazil: LTDA, SLU or S.A.

A Brazilian limited liability company has no minimum capital, and since 2019 one person can set it up alone. The forms are set out in the Civil Code (Código Civil, Law 10.406 of 2002) and in Corporations Law 6.404 of 1976.

For a foreigner, the choice almost always comes down to an LTDA or an SLU. An S.A. needs two shareholders and more formalities; a single-shareholder subsidiary (subsidiária integral) is allowed only if that shareholder is Brazilian.

Foreigners may own 100% of the quotas. The exceptions cover specific sectors: media and broadcasting, healthcare, coastal shipping, banking, and mining and land in the border strip. The full list is kept by DREI (Departamento Nacional de Registro Empresarial e Integração), the national department that sets the rules for all state commercial registries.

Do you need a resident director, and can you register remotely

Many guides still say the manager of a Brazilian LTDA must live in the country. Since January 2022 that has not been true: DREI Normative Instruction 112 allowed the administrator (administrador) of an LTDA to live abroad. The condition: a power of attorney for a representative in Brazil who accepts court and administrative notices for at least 3 years after the term ends.

For an S.A., Law 14.195 introduced the same rule in 2021 (article 146 of Law 6.404). Other points that matter:

• only an individual can be an administrator; a company cannot manage an LTDA;
• every non-resident member, person or company, files a power of attorney for a representative in Brazil (article 12 of DREI Normative Instruction 81 of 2020);
• every individual member needs a CPF (Cadastro de Pessoas Físicas), the individual taxpayer number, issued free at a Brazilian consulate by appointment through e-consular;
• a foreign corporate member obtains a CNPJ (Cadastro Nacional da Pessoa Jurídica), the company taxpayer number;
• Brazilian law does not require a company secretary, unlike the UK or Hong Kong.

Where the law and practice part ways. Government systems are built for residents. The Santa Catarina commercial registry (JUCESC) says plainly in its 2023 guide that the CNPJ form cannot record an administrator as non-resident or take a foreign address, so a Brazilian business address is used. In practice, a resident manager is more convenient.

Remote registration. The law does not require you to travel to Brazil. The articles are signed through the government portal gov.br, with an ICP-Brasil electronic signature (Infraestrutura de Chaves Públicas Brasileira, the state signature infrastructure) or by hand, or by a representative under a power of attorney. Documents from abroad need an apostille and a translation by a sworn translator (tradução juramentada). Brazil, Russia and Belarus are all parties to the Hague Apostille Convention, so consular legalisation is not needed.

Registered address. The company's address (sede) must be in Brazil, and before registration the municipality checks whether the declared activity is allowed there. When a trip is needed, it is usually for the bank.

How to register a company in Brazil: steps and timelines

The law gives the commercial registry 2 business days to decide on an LTDA application. With the DREI standard articles and an approved name and address check, registration is granted automatically (article 42 of Law 8.934). The weeks are lost before and after the registry.

Companies are registered by the Junta Comercial, the commercial registry of each state, through Redesim (Rede Nacional para a Simplificação do Registro e da Legalização de Empresas e Negócios), a single window linking the registry, the federal tax authority Receita Federal, the state and the municipality.

The 23-hour national average excludes a foreigner's document preparation. Plan for 2-4 months, especially when all members are non-residents.

How much does it cost to open a company in Brazil

The government part of registering an LTDA in Brazil costs less than BRL 300. In São Paulo in 2026, the commercial registry fee for the articles of association is BRL 273.55, about USD 53.

Other states have their own fee tables. The apostille, sworn translation, notary and electronic signature are paid at the providers' prices.

The main ongoing cost is accounting. By law (articles 1.182 and 1.183 of the Civil Code) a locally licensed accountant keeps the books in Portuguese and reais on an ongoing basis. Murblz specialists handle this together with a partner licensed in Brazil; we quote the cost of our support after reviewing the documents.

What taxes does a company in Brazil pay in 2026

On profit above BRL 240,000 a year, a Brazilian company pays 34%: 15% corporate income tax, a 10% surtax and a 9% social contribution. The real burden depends on the regime, and a foreign owner has fewer options.

Unlike European VAT, there is no registration threshold for companies: all pay turnover taxes. The reform runs to 2033, with IBS gradually replacing ICMS and ISS.

Example calculation. A consulting LTDA on presumed profit with revenue of BRL 1,000,000 (about USD 192,000). The base is 32%, or BRL 320,000. Corporate income tax is BRL 48,000 plus an 8,000 surtax, CSLL is 28,800, PIS and COFINS 36,500. Total: BRL 121,300, or 12.1% of revenue, plus ISS at 2-5% (BRL 20,000-50,000). Paying the remaining profit to a non-resident member costs another 10%.

More in our section on taxes in Brazil and the article on taxes in Brazil for foreigners.

What filings does a Brazilian company have, and is an audit required

A Brazilian company's books must be kept by a locally licensed accountant, in Portuguese and in reais (articles 1.182 and 1.183 of the Civil Code). So an accountant is part of the project from day one.

The company's main obligations:

• monthly taxes and returns, with corporate income tax and CSLL paid in monthly or quarterly advances;
• the annual ECF tax return (Escrituração Contábil Fiscal, electronic tax bookkeeping) by the last business day of July; the final corporate income tax payment is due by the last business day of March;
• an annual members' meeting of the LTDA within 4 months of the year end to approve the accounts (article 1.078 of the Civil Code);
• an audit is mandatory only for listed and large companies: assets above BRL 240 million (about USD 46 million) or revenue above BRL 300 million (about USD 58 million), under Law 11.638/2007;
• beneficial owner information. That is a person owning more than 25% directly or indirectly, or controlling the company. If a member is a company, or no individual holds more than 25%, they are reported to the tax authority within 30 days of the CNPJ (Receita Federal Normative Instruction 2.119 of 2022);
• foreign investment reports to the Central Bank through SCE-IED (Sistema de Prestação de Informações de Capital Estrangeiro - Investimento Estrangeiro Direto): every 5 years with assets from BRL 100,000 (years ending in 0 or 5), yearly from BRL 100 million, quarterly from BRL 300 million.

There is no annual renewal fee as in offshore jurisdictions: the registry charges per document filed. But any change of members, address or administrator means a new filing and a new fee.

Company bank accounts and Russian and Belarusian citizens

A Brazilian bank must trace a company's ownership chain down to a specific person. That is the rule of Central Bank of Brazil (Banco Central do Brasil) anti-money laundering Circular 3.978 of 2020. An attorney-in-fact who actually runs the company also counts as a beneficial owner.

With foreign members, the bank asks for the articles, CNPJ, members' CPFs and passports, beneficial owner details and proof of funds. Large traditional banks need 6-12 weeks to vet such a company, while digital banks move faster. Whether to meet in person, and whether to open the account at all, is the bank's call.

Capital arrives through a foreign exchange contract, and transfers of USD 100,000 or more are declared to the Central Bank via SCE-IED. We help with accounts separately: see business accounts in Brazil and personal accounts in Brazil.

Russian and Belarusian citizens. Brazil has not imposed its own sanctions on Russia or Belarus: Law 13.810 of 2019 requires it to enforce UN Security Council sanctions. Company law places no restrictions on founders by nationality. Points to keep in mind:

• Russian citizens can enter Brazil visa-free for up to 90 days;
• Brazil and Russia have a double tax treaty signed on 22 November 2004 (Decree 9.115 of 2017); Brazil has no such treaty with Belarus;
• a transfer from a Russian bank can get stuck at a correspondent bank that follows US and EU rules, so plan the capital route in advance;
• a Russian tax resident holding more than 25% of a Brazilian company (in some cases more than 10%) must notify the Russian tax service of a controlled foreign company. More on our page CFC filings.

What we do

In Brazil, most of the time goes on documents from abroad and the bank. That is what we handle:

• we choose the company form and tax regime, calculate the taxes in advance, and tell you straight away if Brazil does not suit you;
• we help non-resident members obtain a CPF and CNPJ;
• we prepare the articles of association, powers of attorney for the representative, translations and apostilles;
• we file with the Junta Comercial and Receita Federal through to the CNPJ and the state and municipal registrations;
• we help with a registered address for the company in Brazil;
• we prepare the beneficial owner information and the foreign investment declaration to the Central Bank;
• we keep the books together with a partner licensed in Brazil;
• we prepare the compliance package for the bank and support the account opening.

Legal representation - acting as representative (procurador) of non-residents, notarial acts, representation before authorities and courts - is handled by Murblz specialists together with partners licensed in Brazil.

All programmes and articles on the country are on our Brazil page. To compare with a neighbour, see company formation in Paraguay; other countries are in the company formation and company registration abroad sections.

See also

Business account · Personal account · Investment property · Country taxes · All country programs

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