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How to open a company in Brazil

Posted 2019-06-03

Opening a company in Brazil is easier now!

Formerly, opening a company in Brazil demanded one to invest time, money, and to have patience. The processes used to be bureaucratic, the filling of the contracts was manually done and it depended on many documents.

With the evolution of technology in Brazil and the formatting of new business models, the Brazilian government has created new rules, processes, systems and new types of companies that can be registered in a more practical manner.

Opening a company in Brazil is easier now, even for companies from other countries. This is something that has been getting frequent and that grows every year in Brazil.

In order to understand how it is possible to open a company in Brazil, first let’s introduce the new types of companies.

Types of companies in Brazil

Solo Businessperson: They act individually, without a partnership and with their own proper name within their professional activity. Their liability is limited and they can exert industrial, commercial or service-related activities, except for services of intellectual professions.

MEI – Microempreendedor Individual (Individual Micro Entrepreneur): Solo businessperson with a gross income of up to R$ 60.000,00 (R$ 81.000,00 from 2018 on), opting for the Simples Nacional and SIMEI tax model, paying taxes as a SIMEI for fixed monthly values (5% of a minimum wage, relative to the businessperson’s INSS + R$ 1,00 relative to the ICMS + R$ 5,00 relative to ISS).

EIRELI – Empresa Individual de Responsabilidade Limitada (Individual Limited Liability Company): Individual operation – without partners. The businessperson liability is limited to a social capital of at least 100 minimum wages. The EIRELI makes it possible to operate individually – without partners – however, with limited liability. It protects the personal properties via patrimonial separation.

Sociedade Empresária (Limited Company): It allows for collective operation of two or more partners, with their liability limited to the social capital. It will need to adopt one of the existing societies (S/A, Sociedade Limitada – LTDA, etc.). The type of limited company that is most adopted in Brazil is the Sociedade Limitada (LTDA.), due to it being simpler and due to the protection of the partners’ personal properties.

Sociedade Simples (Simple Society): Company with collective operation, in other words, with 2 (two) or more partners. The partners’ liability is limited. It may adopt a partner type of Sociedade Limitada – Sociedade Simples Ltda., causing the partners’ liability to become limited to the social capital, so they won’t have their personal valuables seized in order to fulfill partnership’s obligations, except for the hypothesis mentioned in the previous item (limited company).

Check in the chart below the types of companies in Brazil.

What are the steps to open your company in Brazil?

This is a summary of the main steps to open your company in Brazil, in which Europartner has experience and knowledge to help in the procedures and avoid that the process of opening the company becomes long or that it suffers any rejections from the government.

The first step is to develop the memorandum of association, defining partners, social capital and the company’s opening address in Brazil.

The second step is the purchase or rent of a property in Brazil so it is possible to obtain the licenses from the regulating offices that allow the opening of a company in Brazil.

The third step is to provide the JUCESP – NIRE or the Cartório de Registro das Pessoas Jurídicas (Legal Entities Register Office) with the required documentation, or to go to the Receita Federal (Federal Revenue) to obtain the CNPJ (Cadastro Nacional da Pessoa Jurídica, the National Registry of Legal Entities). That should be followed by the request for the Inscrição Estadual (IE, the State Registry), which is the register of the taxpayer in the ICMS register kept by the Brazilian State Revenue offices; to register the company in the local city hall and obtain the CCM or IM – Cadastro de Contribuinte Mobiliário (Mobiliary Taxpayer Register) or Municipal Registry; and finally to register the company for social security and obtain the INSS register.

See in the chart below a summary on how to start opening the company in Brazil.

After concluding all these steps, you’ll be able to commence operations in Brazil. In order to finish, you’ll have to obtain one last document which is a digital certificate that validates your company and allows it to send invoices in the whole Brazilian territory – that document is known as E-CNPJ.

As we can analyze, opening a company in Brazil depends on many factors, documents, knowledge on processes, planning, respect for deadlines and being able to make progress through the steps in an orderly manner.

If you are a foreign company, opportunities are great and Brazil has many fields to be explored. In order for that to be fulfilled, it’ll be necessary to create an accounting plan considering the fact that the company or the businesspeople are foreigners.

For that reason, it is advisable to obtain support from an established Brazilian accounting office that has accounting experience in other countries, collaborating with the clarification and supporting for businesses of foreign companies that are willing to open a company in Brazil.

EUROPARTNER has been in Brazil for over 15 years assisting companies in entering Brazil by opening HQs and branches all over the country in a correct and planned way.

With accounting offices in São Paulo, Rio de Janeiro and Fortaleza, our accountants speak fluent English, Portuguese and French, making contact even more agile and productive.

To get more information and answers for your doubts about opening companies in Brazil, contact us via e-mail and provide us with your questions and necessities. It’ll be a great pleasure to help you establish your company in Brazil.div>

Author's post: Europartner Accounting

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