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Step-by-step




                                                    1. Check whether the business activities require
                                                    prior authorization from public agencies to
                                                    operate in Brazil. They are listed in the Technical
                                                    DNRC n? 114 of September 30, 2011 (available in
                                                    Portuguese at
                                                    http://www.dnrc.gov.br/Legislacao/IN%20
                                                    114%2011.pdf  and
                                                    http://www.dnrc.gov.br/Legislacao/
                                                    IN%20114%2011%20Anexo.pdf).
                                                    2. Choose the type of company for
                                                    the business. For that, it is important
                                                    to consider the table below.

                                                    3. Hire a local accountant to take all documents
                                                    to the Board of Trade of the Brazilian state
                                                    where you intend to open the company. This
                                                    professional should assist throughout the
                                                    process and prepare and record the following
                                                    documents:

                                                           I. Articles of incorporation/bylaws. One
                                                           must choose the method for calculating
                                                           taxes when filing these (National Simple
                                                           (Simples Nacional), Taxable Income or
                                                           Estimated Profit) and make a number of other
                                                           decisions, such as the company’s name, the
                                                           administrator of the company, etc. Legal
                                                           assistance is also recommended in order to
 Government entity                                         prepare the articles of incorporation/bylaws;
                                                           II. Power of attorney given to the
                                                           Brazilian Representative;
 responsible for                                           III. Copies of the personal documents
                                                           of the associates, including the visa;
                                                           and the address voucher for where
 opening companies                                         the company will be established.
                                                           IV. Corporate taxpayer ID number (CNPJ);

                                                           V. State and Municipal Taxpayer Registries;
                                                           VI. Municipal License / Operation Permit
 The National Commercial Registration Department (DNRC - Departamen-  (Alvara ou Licenca de Funcionamento); and
 to Nacional de Registro do Comercio ) is the entity responsible for im-  VII. National Institute of Social Security
 22
 proving Brazil’s business environment, including adopting policies aimed   (Previdencia Social) and Special Fund for
 at simplifying and modernizing the necessary procedures for opening,   Unemployment - FGTS Registrations.
 amending and closing a company. It operates at the national level, in close
 cooperation with relevant agencies from the federal, state and local gov-  Note that all documents must be translated to
 ernments. It also provides a list of local, state-level company registration   Portuguese by a sworn translator and registered in
 offices, which in Brazil are known as “Boards of Trade” (Juntas Comerciais).  the Registry of Deeds and Documents. The paper-
                                                    work also must be notarized by a Brazilian consul-
 22  www.dnrc.gov.br                                ate located in the associate’s country of origin.
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