How to start a company in Brazil as a foreigner

Yes, a foreigner can start a company in Brazil, either as a shareholder or as a director, but the process requires additional steps compared to a Brazilian entrepreneur: legal representation in the country, specific documentary regularization and, in many cases, exchange-control procedures for the invested capital. Ignoring these requirements is usually the main cause of delay in registration.

Brazil's business registration system was designed assuming shareholders and directors domiciled in the country. When that is not the case, the registration authorities require mechanisms ensuring the company can be notified, supervised and held liable even with shareholders abroad. These mechanisms are not arbitrary obstacles — they serve a legal-certainty function for third parties dealing with the company.

A non-resident foreign shareholder or director usually needs to appoint an attorney-in-fact resident in Brazil, with powers to receive judicial summons on their behalf. This power of attorney has its own formal requirements and validity tied to the foreigner's time in the company.

Personal and corporate documents issued abroad usually need legalization or apostille, plus sworn translation, to be effective before Brazilian commercial registries and federal agencies. Missing one of these steps is a recurring cause of requirements being issued and the process being returned.

Foreign individuals who will hold an interest in a Brazilian company usually need to register with the Receita Federal do Brasil (Brazilian Federal Revenue Service), regardless of residing in the country. This registration is a prerequisite for the corporate registration to proceed.

Capital contributions from abroad for the incorporation or capital increase of a Brazilian company usually require registration with the Banco Central do Brasil (Central Bank of Brazil). This registration is not merely a declaratory formality: it affects the possibility of future profit remittances and repatriation of the invested capital.

Some economic activities in Brazil have restrictions or additional requirements for foreign capital participation, and the corporate type chosen (limited liability company, corporation, among others) directly impacts the governance and maintenance cost of the structure.

• Starting the incorporation without a properly appointed resident attorney-in-fact, generating requirements and delays.
• Sending capital from abroad without following the correct exchange-control procedure, hindering future profit remittances.
• Assuming documents issued abroad are valid in Brazil without apostille or sworn translation.
• Choosing the corporate type solely based on initial cost, without considering the governance required by non-resident shareholders.
• Ignoring sector-specific requirements that restrict or condition foreign capital participation.

The difficulty of starting a company as a foreigner in Brazil lies less in the rule itself and more in the order in which documents and registrations are organized.

1. 01Set up a power of attorney with specific powers to receive judicial summons in Brazil.
2. 02Arrange apostille and sworn translation of the foreign shareholder's personal and corporate documents.
3. 03Obtain the foreign shareholder's tax registration with the Receita Federal do Brasil.
4. 04Define the corporate type best suited to the intended governance, considering non-resident shareholders.
5. 05Register the foreign capital contributed with the Banco Central do Brasil.
6. 06Check whether the intended activity has any specific restriction or condition for foreign capital.

Starting a company in Brazil as a foreigner is entirely feasible, but it involves a sequence of requirements that generic sources rarely explain well. Knowing this sequence in advance avoids rework, shortens incorporation time and prepares the company to operate securely from day one. For those assessing the operation across more than one country, it's also worth considering the full picture on the country pages (/paises/brasil, /paises/portugal, /paises/paraguai) and the solutions available at /solucoes.

Each case has particularities regarding the sector of activity, the origin of capital and the profile of the shareholders involved. For an organized initial assessment, the International Legal Diagnosis, available at /diagnostico, helps map the points requiring attention before starting the registration.