The opening of a legal entity is the starting point for doing business in Brazil. Some legal exigencies have to be fulfilled for a company to become operational.

Requirements for the opening of a legal entity

To establish a subsidiary in Brazil, there is two legal positions that are required by the Brazilian law to be held by a natural person resident in Brazil.

First, the foreign shareholder has to appoint an attorney-in-fact, who will represent them before the judicial and tax instances.

Likewise and mandatory is the appointment of an administrator via the Articles of Association or in a separate document. He will be responsible for the company before the Brazilian goverment and tax authorities.

Assumption of legal responsibility

Our Managing Partner assumes the legal positions that are required by law to run a subsidiary in Brazil. The responsibilities include:


  • Act as appointed legal representative of foreign parties to the Brazilian subsidiaries;

  • Assume legal responsibility for the Brazilian subsidiary with the appointment of an Administrator in the Articles of Association and registration before the local Board of Trade;

  • Provide legal address for the company (tax address only, not business address) for the first year until the company finds a fitting office or plant.

The benefit of establishing a subsidiary in Brazil is that the Headquarter has full decisiveness over its business, because:

  • The legal representative will only act and sign any document on behalf of the company upon prior written instruction or authorization from the foreign shareholders;

  • All contracts with local partners will be signed by the legal representative and therefore be valid under Brazilian law;

  • The hiring of employees will be done according to the Brazilian labor law;

  • All products and licenses can be registered directly under the legal entity's name.