I
Brazil

Brazil

Company Formation in Brazil

Federative Republic of Brazil — Junta Comercial

Formation Time
2–4 weeks
Min. Capital
No statutory minimum (BRL 100 common)
Corporate Tax
34% combined (15% IRPJ + 10% surtax + 9% CSLL)
Foreign Ownership
100%

Overview

Brazil is the eighth-largest economy in the world and Latin America's undisputed commercial giant, with a population exceeding 215 million people and a GDP of $2.2 trillion USD. As the anchor of the Mercosur common market, Brazil is the primary target for global consumer brands, fintech platforms, agtech ventures, and renewable energy conglomerates. In recent years, Brazil has undergone historic economic modernization: the Economic Freedom Act (Lei da Liberdade Econômica) authorized single-member limited liability companies (Sociedade Limitada Unipessoal - SLU), eliminating the historical requirement for multiple partners, while the landmark Constitutional Tax Reform (Reforma Tributária) is consolidating five complex consumption taxes into a modernized dual VAT (IBS and CBS). Brazilian law permits 100% foreign ownership of companies; however, foreign shareholders must appoint a Brazilian resident legal administrator (Administrador) who holds permanent residency or citizenship. São Paulo is the undisputed financial and venture capital capital of Latin America, hosting the B3 stock exchange and more unicorns (Nubank, Gympass, QuintoAndar) than all other Latin American nations combined.

Largest Latin American economy
215M consumer market
Single-member SLU available
São Paulo VC capital
Pix instant payments

Why Choose Brazil

1

Largest economy in Latin America ($2.2 trillion GDP) and 215 million consumer market

2

São Paulo is the financial and venture capital capital of Latin America

3

Single-member limited liability company (SLU) allows 100% ownership with just 1 shareholder

4

Historic Reforma Tributária streamlining the historic indirect tax system into modern dual VAT

5

World leader in fintech innovation (Pix instant payment network with 150M+ users)

6

Global agricultural, renewable energy, and mineral resource powerhouse

7

Mercosur founding member providing duty-free access across South America

8

Comprehensive double taxation treaty network covering 38 global economies

Business Entity Types

EntityOwnershipDirectorsCapitalTaxBest For
Sociedade Limitada (LTDA / SLU)100%1 resident administratorNo minimum34% standard CIT (or Lucro Presumido simplified taxation for revenues < BRL 78M)Commercial trading, tech startups, e-commerce, consulting, foreign subsidiaries
Sociedade Anônima (S.A.)100%2 officers (can be non-shareholders, resident in Brazil)No statutory minimum34% combined corporate income taxFinancial institutions, large industrial ventures, private equity, public listings on B3

Step-by-Step Formation Process

1

CPF / CNPJ for Foreign Investors

3–5 days

Enroll foreign shareholders in Federal Revenue Service to obtain Brazilian CPF/CNPJ numbers.

2

Articles of Association Execution

1–2 weeks

Draft Contrato Social and file with the State Commercial Board (Junta Comercial).

3

Federal CNPJ & State Tax Registration

1–2 weeks

Obtain corporate CNPJ number from Receita Federal and municipal business license.

4

Central Bank (BACEN) Registration

2–3 days

Register foreign investment with Banco Central do Brasil under the RDE-IED system.

5

Commercial Bank Account Opening

2–4 weeks

Open corporate BRL and foreign exchange accounts with Brazilian commercial banks.

Costs & Fees

Government / License FeeBRL 500 – 2,000
Our Service FeeUSD 3,500 – 8,500
Annual RenewalUSD 2,500 – 6,000

Fees are indicative and may vary based on business activity, entity type, and additional approvals required. Contact us for a precise custom quote.

Get Custom Quote

Banking

Brazil has one of the world's most sophisticated banking and payment networks, famous for the ubiquitous Pix instant payment system. Major institutions include Itaú Unibanco, Bradesco, Santander, and Banco do Brasil.

Account Opening Time
2–4 weeks
Multi-Currency
Yes — multiple currencies supported

Recommended Banks

Itaú Unibanco (largest private bank in Latin America)Banco BradescoSantander BrasilBanco do BrasilBTG Pactual

Tax Overview

Corporate Tax
34% combined (15% basic IRPJ + 10% surtax + 9% CSLL)
Personal Income Tax
0%–27.5% progressive personal income tax
VAT / Sales Tax
Currently transitioning under Reforma Tributária from ICMS/ISS/PIS/COFINS to unified IBS/CBS
Capital Gains Tax
15%–22.5% progressive capital gains tax
Withholding Tax
0% on dividends paid to non-residents (historical exemption, subject to legislative monitoring)
Double Tax Treaties
38 countries

Brazil offers the 'Lucro Presumido' (Presumed Profit) tax regime for companies with annual gross revenues under BRL 78 million, which calculates income tax on a presumed profit margin (typically 8% to 32% of revenue), often resulting in effective tax rates well below 34%.

Frequently Asked Questions

What is a Sociedade Limitada Unipessoal (SLU)?
Created under Brazil's Economic Freedom Act (Lei 13.874/2019), the SLU is a single-member limited liability company. It allows a single individual or foreign corporation to own 100% of a Brazilian company without needing a second partner or nominee, while offering full limited liability protection.
Do I need a resident administrator in Brazil?
Yes. Brazilian corporate law requires every company to appoint at least one legal administrator (Administrador) who is a permanent resident or citizen of Brazil. Incorp International provides professional statutory resident administrator services to fulfill this legal requirement.
What is a CPF and why do foreign investors need one?
A CPF (Cadastro de Pessoas Físicas) is the Brazilian individual taxpayer registry number. Any foreign individual who owns shares, sits on a board, or conducts financial transactions in Brazil must hold an individual CPF. Incorp International secures CPF numbers for foreign clients remotely.
What is the 'Lucro Presumido' tax regime?
Lucro Presumido (Presumed Profit) is an optional simplified tax regime available to Brazilian companies earning up to BRL 78 million per year. Instead of taxing actual net profits, the tax authority presumes a statutory profit margin (e.g., 8% for trading, 32% for services) and taxes that amount, which significantly reduces the effective corporate tax rate for high-margin businesses.
Why is São Paulo the venture capital capital of Latin America?
São Paulo accounts for over 60% of all venture capital investment in Latin America, hosting major investment funds (Kaszek, Monashees, SoftBank Latin America) and leading fintechs like Nubank. Brazil's Pix payment infrastructure has revolutionized digital commerce, processing billions of transactions monthly.
How does the Central Bank (BACEN) foreign capital registration work?
All foreign capital invested into a Brazilian company must be registered electronically with the Central Bank of Brazil via the RDE-IED (Registro Declaratório Eletrônico - Investimento Estrangeiro Direto) system. This registration is required to remit dividends, repatriate capital, and ensure tax-free capital distributions.