International corporate structuring
Business expansion and incorporation in Brazil, Portugal and Paraguay
We structure the entry and expansion of companies and economic groups across the three jurisdictions, from corporate design to day-to-day operations, with a focus on governance, compliance and tax efficiency.
When to seek advice
Situations that usually prompt this work
- 01
Choosing the right jurisdiction and corporate form
Entrepreneurs and groups who need to decide where and how to set up their operation — limited liability company, holding, branch or subsidiary — before signing any contract or moving capital.
- 02
Foreign partner or investor without a local structure
Non-resident investors who need legal representation, powers of attorney, registration before corporate bodies and bank account opening to operate securely.
- 03
Economic groups operating in more than one country
Companies already operating in Brazil, Portugal or Paraguay that need to coordinate contracts between affiliates, transfer pricing and capital flows without duplicating risks.
- 04
Due diligence before buying or partnering with a company
Buyers who need to verify the actual corporate, tax, labor and contractual situation of a target before closing a deal.
- 05
Regularization of an already incorporated company
Companies with pending registrations, outdated minutes, share capital inconsistent with actual operations, or a corporate structure that no longer reflects the business.
- 06
Repatriation of profits and international remittances
The need to organize dividends, royalties and payments between parent company and subsidiary in compliance with each country's exchange and tax rules.
How we work
What the firm does
- 01
Comparative corporate and tax diagnosis
Analysis of the business model, available capital and client objectives to indicate the most suitable corporate structure in each jurisdiction.
- 02
Incorporation and registration of companies
Drafting of articles of association or bylaws, registration with the commercial registry or equivalent body, and obtaining tax registrations.
- 03
Structuring of holdings and economic groups
Design of shareholding structures between Brazil, Portugal and Paraguay aimed at asset protection and lawful tax rationalization.
- 04
Corporate, contractual and document due diligence
Review of contracts, minutes, licenses and liabilities before acquisitions, mergers or the entry of new partners.
- 05
Governance and shareholders' agreements
Drafting of shareholders' and partners' agreements and internal governance policies suited to the size and nature of the operation.
- 06
Support for ongoing operations
Continuous advisory on amendments to bylaws, capital increases and reductions, opening of branches and dissolution of companies.
- 07
Coordination with accounting and foreign exchange matters
Liaison with accountants and financial institutions to enable remittances, payment of foreign capital and repatriation of profits.
Expected outcomes
Legal objectives of the work
Objectives pursued with technique and diligence. No result is guaranteed: decisions by authorities and administrative bodies are outside the firm's control.
- 01
Corporate structure aligned with the business
The goal is to deliver a structure that is legally consistent with the actual operation, reducing the risk of corporate or tax challenges.
- 02
Registered incorporation ready to operate
We aim to bring the company into full compliance with the relevant registries, enabling invoicing, contracting and banking activity.
- 03
Documented governance among partners
We work to reduce the likelihood of future corporate disputes through clear agreements on decision-making, exit and profit distribution.
Method
How the work progresses
- 01
Diagnosis
Assessment of the business model, capital, partners involved and intended jurisdiction, with a preliminary mapping of corporate and tax risks.
- 02
Strategy
Definition of the corporate form, shareholding structure and timeline for incorporation or reorganization, with an estimate of timeframes and costs.
- 03
Implementation
Drafting of corporate documents, registration with the relevant bodies, obtaining tax registrations and opening a bank account.
- 04
Follow-up
Ongoing advisory on corporate amendments, recurring obligations and the evolution of the structure as the operation grows.
Frequently asked questions
Common questions
Can a foreigner be a partner or manager of a company in Brazil?
Generally yes, subject to specific requirements depending on the sector of activity and management form; concrete feasibility depends on a case-by-case analysis and may change with current regulations.
Is it possible to open a company in Portugal without residing in the country?
It is possible in several scenarios, subject to representation and compliance with local tax and registration requirements; applicable requirements depend on the corporate form and should be confirmed at the time of the transaction.
Is Paraguay suitable for regional holdings?
It is one of the jurisdictions assessed within a comparative plan, alongside Brazil and Portugal; suitability depends on the group's objectives, capital flow and the rules in force at each given time.
How long does it take to incorporate a company?
The timeframe varies according to the country, the corporate form and the completeness of the documentation submitted; we therefore avoid indicating fixed deadlines before diagnosing the specific case.
Do you also handle ongoing accounting and tax matters?
We work on the legal and corporate structuring, in coordination with accountants and tax consultants appointed by the client or of their choosing.
By jurisdiction
How this practice unfolds in each country
Related areas
Continue through connected practices
Informational content only, not a legal opinion. Rules, requirements and documents vary according to the specific case and may change; any decision requires an individual, up-to-date analysis.
International decisions call for legal clarity.
Start with the initial assessment or speak directly with the firm.
Confidential service · Brazil · Portugal · Paraguay