START A COMPANY / AMERICAS

How to register a company in Brazil

Companies are registered online through the state Junta Comercial and then given a CNPJ by the Receita Federal. The usual form is the Ltda. Brazil is document-heavy: expect an accountant, several tax registrations at federal, state and city level, and a slow bank account.

REGISTRY
Redesim / gov.br Empresas e Negócios, with the state Junta Comercial (Commercial Board) and Receita Federal (CNPJ)
ONLINE
Partly online
FROM
R$0 (≈ £1)
STRUCTURES HERE
3

Setting up from abroad

Yes. Foreign individuals and companies can be partners. You need a CPF (or CNPJ for corporate partners) for each, a legal representative resident in Brazil, an accountant, and notarised, apostilled and sworn-translated documents. A business visa needs further proof of investment.

LIMITED LIABILITY COMPANY

Ltda.: Sociedade Limitada (limited liability company)

Most small and mid-sized businesses and foreign subsidiaries; flexible and cheaper than an S.A.

Liability
Limited to what you put in
You need
1 or more partners (single-partner Ltda. allowed since 2019)
Minimum capital
None by law; about BRL 150,000 is commonly advised for foreign owners seeking a visa
Time
60–90 days including documents, plus bank account (guide estimate)

Steps

  1. Get a CPF for each foreign individual partner (or a CNPJ for corporate partners) and name a Brazil-resident legal representative with a power of attorney.

  2. Apostille and sworn-translate foreign corporate and ID documents.

  3. Run a viability search and name check for the city and activity code (CNAE) through the Redesim portal.

  4. Draft and file the articles (contrato social) with the state Junta Comercial.

  5. Receive the CNPJ from the Receita Federal, normally issued together with Junta Comercial registration.

  6. Register with the state (ICMS, if selling goods) and municipal (ISS, municipal licence/alvará) authorities.

  7. Register foreign capital with the Banco Central do Brasil (declaration of foreign direct investment), then open a bank account.

Documents

  • Contrato social (articles of association)
  • Passports and CPFs of partners
  • Apostilled, translated corporate documents
  • Power of attorney for resident representative
  • Proof of business address

Official fees

Junta Comercial fee varies by state, roughly BRL 150–700; municipal licences extra (unverified).

Budget

HowAboutWhat it covers
Do it yourselfR$500≈ £72DIY: Junta Comercial and basic municipal fees, about (unverified, state dependent)
With an accountant or agentR$3,500≈ £510About: accountant set-up, filings, CPF/CNPJ and sworn translations
Full serviceR$15,000≈ £2,200About: law firm set-up, legal representative, foreign-capital registration and bank help

Every year

  • File monthly tax payments and invoices (nota fiscal) and obligations such as SPED/ECF with an accountant
  • Annual accounting statements and the ECF corporate income tax return
  • Keep partner and beneficial-owner data updated in the CNPJ
  • Foreign-capital declarations to the Banco Central, as required

Check before you rely on it. Not confirmed with an official source: costs and timing from secondary guides (HCO and others); gov.br pages could not be fetched. As of April 2025 US, Canadian and Australian visitors need a VIVIS visa for business visits, per HCO.

SOLE TRADER

MEI / EI: Microempreendedor Individual (individual microentrepreneur) and Empresário Individual (sole trader)

Brazilian or resident individuals with small revenue (MEI) or a simple sole trader (EI); unsuitable for non-resident founders.

Liability
Unlimited: you are personally liable
You need
1 individual
Minimum capital
None
Time
1 day (MEI) to 2 weeks

Steps

  1. Get a CPF and, for foreigners, a valid residence permit allowing work.

  2. Register as MEI online at the Portal do Empreendedor (gov.br), free, if annual revenue is within the cap (about BRL 81,000, unverified for 2026).

  3. Or register as Empresário Individual with the state Junta Comercial.

  4. Receive the CNPJ at registration.

  5. Get the municipal licence (alvará) and enable nota fiscal issuing.

  6. Pay the monthly DAS (MEI) or simplified regime tax.

Documents

  • CPF
  • Government ID or residence permit
  • Proof of address
  • gov.br account

Official fees

MEI registration is free; DAS is a monthly fixed fee of about BRL 70–85 (unverified).

Budget

HowAboutWhat it covers
Do it yourselfR$0≈ £1DIY: MEI registration is free
With an accountant or agentR$600≈ £87About: accountant help and municipal licence
Full serviceR$2,000≈ £290About: accountant first-year set-up with licences

Every year

  • Pay monthly DAS (MEI)
  • File the annual MEI declaration (DASN-SIMEI) by 31 May
  • Issue invoices

Good to know. MEI limits the activities and revenue and is only for people living in Brazil with a CPF.

PUBLIC COMPANY

S.A.: Sociedade Anônima (corporation)

Companies planning outside investors or a later listing; more formal governance.

Liability
Limited to what you put in
You need
2 shareholders; board of directors with 2 members (closed company may use only executive officers)
Minimum capital
None by law
Time
60–120 days

Steps

  1. Draft by-laws (estatuto social) and hold a founding meeting.

  2. Appoint officers (diretoria) and, where required, a board.

  3. File the by-laws and minutes with the state Junta Comercial.

  4. Receive the CNPJ.

  5. Register with state and municipal tax authorities.

  6. Register the foreign capital with the Banco Central do Brasil.

  7. Publish the incorporation documents (where required) and open a bank account.

Documents

  • By-laws (estatuto social)
  • Founding minutes
  • Shareholder IDs/CPF or CNPJ
  • Apostilled translated foreign documents

Official fees

Junta Comercial fees vary by state, usually above those of a Ltda. (unverified).

Budget

HowAboutWhat it covers
Do it yourselfR$1,000≈ £140DIY: registry fees and publications, about (unverified)
With an accountant or agentR$8,000≈ £1,200About: lawyer-drafted by-laws, accountant and filings
Full serviceR$25,000≈ £3,600About: law firm set-up, board books, representation and bank help

Every year

  • Annual shareholders' meeting and publication of financial statements
  • Monthly and annual tax filings via an accountant
  • Keep the share register and corporate books
  • Update beneficial-owner data in the CNPJ

Check before you rely on it. Not confirmed with an official source: S.A. figures are estimates; most foreign founders choose a Ltda.

After you register

  • CNPJ is issued by the Receita Federal and is needed for invoices, bank accounts and contracts.
  • Tax regime: choose Simples Nacional (small firms), Lucro Presumido or Lucro Real; corporate income tax and CSLL are paid on top of state and city taxes.
  • Indirect taxes: ICMS (state, goods), ISS (municipal, services), PIS/COFINS (federal); a reform introducing CBS/IBS is being phased in from 2026.
  • Employer registration: eSocial, FGTS and INSS social security contributions; labour contracts follow the CLT.
  • Municipal operating licence (alvará) and sector licences where required.
  • Beneficial ownership: the CNPJ records the final beneficiary (beneficiário final) under Receita Federal rules, which you must keep current.
  • Open a Brazilian bank account; this often needs CNPJ, partners' CPF and Brazil-resident representative, and can take weeks.

Sources

Other countries in Americas

This guide is general information to help you plan, not legal, tax or immigration advice. Fees, forms and rules change: check the official registry before you file, and take professional advice for anything complex. Agent and lawyer costs are typical market prices, not quotes.

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