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Legal requirements for the foreign company to become operational.

To establish a subsidiary in Brazil, there are 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 Articles of Association or in a separate document and registration at the local Board of Trade. He will be responsible for the company before the Brazilian goverment and tax authorities.

Our managing partner assumes these legal positions offering the following services:

  • Acting as attorney for foreign shareholders

  • Assuming legal responsibility for the Brazilian subsidiary as statutory administrator

The legal responsibility for the subsidiary does not include the operational management of the subsidiary, however, to ensure its compliance with local requirements, we offer administrative management services in the form of BackOffice BPO.

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

  • Administrator appointed in the social contract is not the same as the CEO, which guarantees a supervised approval process

  • 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.

Find out more about our advisory for foreign companies

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Gestão Administrativa
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