Company Formation & Corporate Services in Brazil
Brazil is the largest market in Latin America, and one of the most procedural to enter. Registrations run in a set order across federal, state and municipal authorities, foreign capital has to be registered with the Central Bank, and the tax regime you choose at the start shapes your costs for years. We sequence it properly, so the paperwork never becomes the reason you can’t trade.
Best For / Think Twice If
Best for
Businesses selling into the Brazilian domestic market at scale, manufacturing and distribution operations, and groups building a long-term Latin American presence.
Think twice if
You need a light invoicing entity with minimal local activity — Brazil’s registration, bookkeeping and tax filing obligations apply in full from the start, so a placeholder company still carries real running costs.
Ownership & Tax Snapshot
Most activities permit 100% foreign ownership, with restrictions in a limited number of sectors such as media, rural land and certain border areas. A Brazil-resident administrator is required, and foreign shareholders need a local legal representative and Brazilian tax registration. Foreign capital must be registered with the Central Bank.
Under the actual-profit regime (lucro real), corporate income tax (IRPJ) is 15%, plus a 10% surtax on annual profit above BRL 240,000, and the social contribution on net profit (CSLL) is generally 9%. Smaller companies may opt for the presumed-profit regime instead. Indirect taxes are moving to a new dual VAT (CBS and IBS) under the 2023 tax reform, phased in from 2026 to 2033 — we build that transition into your planning.
The Setup Process
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Structure and tax-regime decision: Limitada or S.A., and actual or presumed profit.
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Brazilian tax registration (CPF/CNPJ) for foreign shareholders and appointment of a local legal representative.
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Registration of the articles of association with the state commercial registry (Junta Comercial).
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Company CNPJ issued by the Federal Revenue Service (Receita Federal), plus state and municipal registrations.
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Registration of the foreign investment with the Central Bank of Brazil.
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Bank account opening and payroll/social-security setup before hiring.
Free Zones & Registrars
| Role | |
|---|---|
| Junta Comercial | State commercial registry: articles of association and later amendments |
| Receita Federal | CNPJ, federal taxes and annual returns |
| Central Bank of Brazil | Registration of foreign direct investment |
| Manaus Free Trade Zone (SUFRAMA) | Tax incentives for qualifying industrial projects in Manaus |
Ongoing Compliance Calendar
Annual
- Corporate income tax and CSLL annual return (ECF)
- Digital bookkeeping (ECD) filing
- Central Bank foreign-capital update, where required
As applicable
- Monthly federal, state and municipal tax filings
- Payroll and social-security filings once you hire
Ad hoc
- Junta Comercial amendments on any change to shareholders, administrators or address
Brazil At A Glance
Main Industries
Why Choose This Market
- Market scale: The largest economy and consumer market in Latin America.
- A regional base: A natural hub for operations across South America.
- Open to foreign investment: Most sectors allow full foreign ownership once registration is done in the right order.
Questions We Are Actually Asked
Your question is not here? Put it to an advisor who works on Brazil every week.
Book a ConsultationCan a foreigner own 100% of a Brazilian company?
In most sectors, yes. A Limitada can have a single foreign quotaholder. A limited number of sectors restrict foreign ownership, so we confirm your activity before you commit.
Do I need a resident director in Brazil?
Yes. The company’s administrator must be resident in Brazil, and foreign shareholders must appoint a local legal representative. We help you structure both properly.
Why does foreign investment need to be registered with the Central Bank?
Registering the capital you bring in with the Central Bank is what lets you repatriate profits and capital later in a documented way. It is a step that is easy to miss and costly to fix afterwards.
Should my company use actual profit or presumed profit?
It depends on your margins and revenue. Presumed profit is simpler but is only available below a revenue ceiling; actual profit taxes what you really earn. We model both before your first filing year.
How does Brazil’s tax reform affect a new company?
The 2023 reform replaces several indirect taxes with a dual VAT (CBS and IBS), phased in between 2026 and 2033. A company set up now will operate under both systems during the transition, so invoicing and pricing need to be planned for it.
Checked against Receita Federal guidance on IRPJ, CSLL and CNPJ registration, and Central Bank of Brazil rules on foreign-capital registration, 17 Oct 2026.
Primary source Receita Federal do Brasil (gov.br/receitafederal)
Regulatory and tax rules change. This page is general information about Brazil, not tax or legal advice — we confirm the current position for your activity before you commit to a structure.
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Explore →Not Sure Which Structure Fits?
Bring us the business you actually plan to run in Brazil, and we will tell you honestly whether this is the right jurisdiction for it — and which structure inside it makes sense.