How to Open a Company in Brazil as a Foreigner

Yes, a foreigner can open a company in Brazil, whether they live here or not. The most common route is a limited liability company (LTDA), with an individual partner (who needs a CPF) or a foreign company as partner (which needs a CNPJ). Partners living abroad must appoint an attorney resident in Brazil, and the money sent to form the capital must be declared to the Central Bank. With an accountant and documents in order, the process usually takes a few weeks.

This guide walks through the steps in the order they happen, the most common mistakes, and when it makes sense not to open a company yet.

Before you open: do you really need a company here?

A Brazilian company comes with fixed costs: an accountant, taxes, monthly filings and sometimes a business address. For many digital businesses, the first step is not a CNPJ but proving that the market responds.

Today you can sell to Brazilians from abroad using payment processors that accept Pix, boleto and installment card payments. We explain the options in selling in Brazil without a local company. A local company starts to make sense when:

• sales volume makes operating from abroad expensive;
• corporate customers require a Brazilian invoice (nota fiscal);
• you are going to hire people in Brazil;
• you need contracts with local suppliers, banks or marketplaces.

Which type of company to choose

For foreign companies, the most used structures are:

Type	For whom	Notes
Limited liability company (LTDA)	Most cases	Liability limited to capital, no legal minimum capital, simple structure
Single-member LTDA (sociedade limitada unipessoal)	When the foreign parent will be the only partner	Allowed in Brazil since 2019
Corporation (S.A.)	Large operations or many investors	More expensive, with more publication requirements
Branch of a foreign company	Specific cases	Requires federal government authorization; rarely used by digital businesses

In practice, almost every foreign digital business enters Brazil with an LTDA, with the parent company abroad as the main partner.

Step by step

1. Decide who the partners will be

Partners can be individuals, foreign companies or both. It is common for the parent company to hold most of the quotas and for an individual to hold a small stake.

2. Get a CPF or CNPJ for the foreign partners

• Individual partner: needs a CPF, the Federal Revenue's individual taxpayer registry. Foreigners can request a CPF at Brazilian consulates and embassies abroad.
• Foreign company partner: the foreign company needs its own CNPJ in Brazil, even without operating here. This registration comes before opening the Brazilian company. Learn more in what a CNPJ is.

3. Appoint an attorney in Brazil

Partners living abroad need a representative resident in Brazil, with powers to act for them before the Federal Revenue, the Central Bank and the courts. The power of attorney is signed in the home country, legalized (in Hague Apostille Convention countries, an apostille is enough) and translated by a sworn translator.

4. Choose the administrator

The company needs an administrator. The rules have become more flexible in recent years, and an administrator living abroad is now accepted as long as they keep a representative in Brazil. Even so, many companies prefer an administrator who lives here, because they will sign documents, open the bank account and handle day-to-day matters. Confirm the setup with your lawyer.

5. Draft the articles of association

The contrato social sets the name, activities (by CNAE codes), address, capital, quota split and management rules. The address must be real; virtual offices are accepted in many cities, but check the municipality's rules.

6. Register with the Commercial Registry and get the CNPJ

The articles are registered with the state Commercial Registry (Junta Comercial). Once registered, the company receives its CNPJ. Next come registrations with the city (for service providers) and, when needed, with the state (for companies selling goods).

7. Register the foreign capital with the Central Bank

Money coming from abroad to form the company's capital is foreign direct investment and must be declared to the Central Bank in its foreign capital system. This registration matters: it is what allows you, later on, to remit profits and repatriate capital without trouble.

8. Open the bank account and choose the tax regime

With the CNPJ and registrations in hand, the company opens its bank account and chooses its tax regime with the accountant. One point that surprises many foreigners: companies with a partner domiciled abroad cannot opt for Simples Nacional, the simplified regime for small businesses. That leaves Lucro Presumido (presumed profit) or Lucro Real (actual profit).

How long it takes and what it costs

There is no single timeline. The international part is what slows things down most: the foreign partner's CPF or CNPJ, the apostilled power of attorney and sworn translations. With everything organized, the registration in Brazil takes a few weeks.

The main costs are Commercial Registry and city fees, accountant and lawyer fees, sworn translations and, afterwards, monthly bookkeeping. Get quotes from more than one firm and ask whether they already serve companies with foreign partners.

Common mistakes

• Opening before validating the market. The company costs money every month, whether it sells or not.
• Forgetting the Central Bank registration. Without it, sending profits abroad becomes a problem.
• Choosing the wrong activity codes (CNAE). They affect taxes and the invoices the company can issue.
• Ignoring the tax reform. Consumption taxes are changing through 2033; see what changes with Brazil's tax reform.
• Hiring without understanding labor rules. Read hiring in Brazil: CLT, PJ or contractor before your first hire.

Summary

Opening a company in Brazil as a foreigner is possible and common, but it takes order: CPF or CNPJ for the partners, a local attorney, articles of association, Commercial Registry, CNPJ, Central Bank registration of the capital and the choice of tax regime. If you are still evaluating the market, start selling from abroad and open the company when the numbers call for it. If you want help deciding the timing and organizing the process, a conversation with BrazilDoor can shorten the path.