Legal representation in Brazil, with its vast economy and constantly growing market, offers a promising environment for foreign companies wishing to expand their business.
However, to navigate the country’s complex laws and regulations, it is crucial to have a reliable and experienced legal representation in Brazil.
This article will guide you through the ins and outs of legal representation in Brazil, from the first steps to open a company with foreign participation, to the challenges and frequently asked questions on the topic, so that you can make good decisions and ensure your company’s success.
In addition, we interviewed Antoine Reymondon, the CEO of Europartner, who brought all his experience of 15 years in the market to enrich this article and answer your questions.
Getting a Legal Representation in Brazil
By law, a foreign company wishing to expand its business in Brazil must have a legal representative.
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Definition of Legal Representative :
The legal representative acts as the “spokesperson” for the foreign company in Brazil, assuming legal responsibility for its operations and activities.
This representation can be made by:
- a Brazilian individual
- a foreigner with a permanent visa.
In all cases, the representative must have in-depth knowledge of local legislation and culture.
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Choosing the ideal representation Brazil :
Choosing the right legal representative is vital to the success of the company: he or she will have full powers to sign on behalf of the partners and will have access to important data such as the bank account and access to financial products at financial institutions.
It’s also important to mention that Brazilian legislation is quite complex, so the legal representative should be someone who is available for meetings, clarifications and to keep in touch with the business partners whenever necessary.
There is no specific position for a professional to be the outsourced legal representative of another company, but it is suggested to look for a professional with proven experience in representing foreign companies, specific knowledge of their sector and familiarity with the nuances of the Brazilian legal system.
At Europartner, for instance, this role is performed by the Directors or the CEO.
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Formalization of Representation:
Once the representative has been chosen, it is necessary to formalize the representation by means of a power of attorney, granting the representative the necessary powers to act on behalf of the foreign company, within the stipulated limits.
- The power of attorney must be notarized to guarantee its legal validity.
- It must be bilingual
You should also read: Cases where its necessary to have a legal representative in Brazil
What are the legal requirements for legal representation in Brazil ?
Each country has its own laws and regulations for the legal representation of a foreign partner. It is therefore essential to understand this requirement in order to avoid legal problems in the future.
In Brazil, the legal representative must adhere to the following guidelines:
- To be Brazilian or have a permanent visa
- To Live in Brazil
- The representative can’t have any kind of lawsuit or pending court case.
“Be careful when appointing an administrator: this person must be very trustworthy as they will have a lot of responsibility for the company in Brazil and access to all resources, including the bank account.”
Antoine Reymondon
Operation of the Legal Representative in Brazil:
The legal representative acts as a link between the foreign company and the Brazilian authorities, representing its interests in various situations, such as:
- Opening companies and branches;
- Obtaining licenses and permits;
- Compliance with fiscal and tax obligations;
- Negotiating contracts;
- Representation in legal actions;
- Contact with public bodies such as the Internal Revenue Service or the Central Bank.
You should also read: How to register a company in Brazil?
The step-by-step process of hiring a company as a legal representative
Foreigners without permanent visa who want to enter the Brazilian market and create a company will need 2 types of legal representation : partner representation and company representation, (for the latter, that is legal administrator)
- Shareholder representation
If your company has foreign partners who do not live in Brazil, they should be represented here through the partner representative service.
This term is also known in the market as Legal shareholder representative or Shareholder representation.
2) Legal Administrator
The legal administrator is the company representative. He is the company legal director.
This professional will be responsible for the company operation.
Let’s take a look at the step-by-step process for hiring this type of service :
3) Here‘s a step-by-step guide to provide a legal representation :
- Choose the administrator and the partner representative
- Sign a power of attorney (POA) that the foreign company will give the person to represent it in Brazil before public bodies
- Notarize and apostille the POAs in the country of origin
- Send the originals to Brazil – to Europartner
- Word the power of attorney and elaborate the company by laws mentioning the representatives. They will be registered at the commercial board in the municipality where the Brazilian company will be opened
- As a result, the designed people will officially be the legal representative of the created company.
The legal administrator is a company representative. He is the company legal director.
This professional will look after the company’s operations, as if they were an administrator.
Let’s take a look at the step-by-step process for hiring this type of service:
“Both the administrator representative and partner representative services are offered by Europartner and carried out by the firm’s partners.”
Antoine Reymondon
Challenges of Legal Representation in Brazil
Despite being an essential type of service for foreign companies, the chosen representative can present some challenges, such as:
They must bev experienced professionals
The person must ensure the health of the company and monitor the results and decisions to be made, otherwise the person responsible could be held legally accountable.
Europartner, which provides legal representation services, requires the finance of management of its clients to be done in-house in order to monitor operations and the health of the company, as well as making it easier to check and monitor decisions.
Another challenge is the bureaucracy: Brazilian bureaucracy can be complex and time-consuming, requiring the legal representative to be patient and persistent in dealing with administrative procedures.
In addition, the legal representative is the one who represents the company in the event of fraud, bankruptcy, debt, tax, supplier or any legal action that the company may have in Brazil. That’s why the relationship must be good and based on trust.
“It is essential that the legal representative is always available to attend meetings requested by the partners and also to sign documents.
At Europartner, communication is simple, and the partners are always available.”
Antoine Reymondon
Frequently Asked Questions about Legal Representative:
- Can I appoint a legal representative who is not Brazilian?
Yes, it is possible to appoint a foreign legal representative, as long as they have a permanent visa in Brazil.
- What are the costs involved in obtaining a legal representative?
The costs vary according to the complexity of the representation and the experience of the chosen professional.
- Can I change my legal representative at any time?
Yes, you can change your legal representative at any time by formalizing it with a new power of attorney.
- How long does the power of attorney usually last?
The average is one year, and it can be renewed thereafter.
Legal Representative services in Brazil made simple for you
Legal representation is an essential aspect for the success of foreign companies wishing to operate in Brazil. By choosing an experienced and reliable legal representative, you guarantee that your company will be in good hands, fulfilling all legal obligations and safely navigating the complexities of the Brazilian legal system.
Talk to Europartner’s experts now and find the best strategy for your company. For over 15 years, our experts have served companies from a wide range of sectors to operate in Brazil – and we will be glad to serve you as well.
