Open a company in Brazil as a foreigner

Escalei handles company formation and accounting within the agreed scope. We do not provide a single package covering financial management, marketplace operations, importing, inventory and business management.

Our work covers accounting and tax structuring, registrations specified in the proposal, bookkeeping, tax calculation and applicable filings. Tax guidance on invoices does not include issuing daily sales invoices or implementing or integrating your ERP.

Financial BPO, legal advice, customs brokerage, fulfillment and fiscal address services are provided by independent partners. We introduce them; each defines its scope, provides its quotation and is responsible for its own work. An introduction does not make these services Escalei's obligations.

The owners remain responsible for business decisions and for hiring the team that runs the operation. Having a CNPJ and an accountant does not mean the e-commerce operation is ready to sell.

Our partner introductions are optional. You are free to consult and hire other professionals in Brazil; hiring our suggested partners is not a condition for working with Escalei.

Yes. Brazilian law allows foreign individuals and foreign companies to be partners in a Brazilian company. The most common structure for small and mid-sized operations is the limited liability company (sociedade limitada, "Ltda."), in which each partner's liability is limited to the value of their quotas, with all partners jointly responsible for paying in the full share capital.

Living outside Brazil does not prevent you from being a partner or even the administrator of the company. Under the business registry rules (IN DREI 81/2020), an administrator resident abroad must appoint an attorney-in-fact resident in Brazil with powers to receive summons and notices, for at least three years after the end of the term. A partner resident abroad can sign the incorporation documents electronically or through an attorney-in-fact and, as a rule, the Federal Revenue Service requires a legal representative in Brazil for partners domiciled abroad (IN RFB 2119/2022, article 14).

Owning a company does not by itself give you the right to live or work in Brazil. Visas and residence permits are immigration matters with their own requirements, handled by lawyers.

For one or two founders, we assess the corporate structure for the actual ownership and administration model. A limited company may have one or more owners; changing the legal form does not remove requirements arising from an owner's foreign domicile. The final recommendation considers liability, intended activities and registry requirements, together with the lawyer where needed.

When the entrepreneur lives outside Brazil, Escalei opens the company in the state of São Paulo and defines the structure and the location where it is opened. The state of São Paulo is where our team operates, which allows us to handle the registration steps directly.

This is different from what we recommend to Brazilian companies based in other states: when in-person procedures are required, they should consider opening the company with a local accounting firm and transferring the accounting afterwards.

The table below summarizes the usual components and who takes care of each one. It is a general overview: the final list depends on your case and is confirmed before the process starts.

The CPF (Cadastro de Pessoas Físicas) identifies individuals before the Brazilian Federal Revenue Service. As a rule, every individual partner of a Brazilian company needs one, including foreigners who have never lived in Brazil. Without a CPF, the partner cannot be registered in the company's corporate documents.

Obtaining the CPF for a foreigner is handled by immigration lawyers who partner with Escalei, and we put you in touch with them. Escalei does not provide this service itself.

When a partner or the administrator lives abroad, a person resident in Brazil usually needs to hold a power of attorney to act on their behalf. The powers required depend on the role: for an administrator abroad, they include receiving summons and notices; for partners, the requirements of the business registry and the Federal Revenue Service apply. The power of attorney defines exactly what that person can and cannot do, and its content should be defined by a lawyer for your case. Escalei works with partner corporate lawyers and can put you in touch with them.

Escalei may assess representation exclusively for accounting duties covered by the contract. It does not assume financial management, banking powers or commercial administration. Partner lawyers must separately assess all other representation requirements and who can assume those responsibilities.

An accountant and an attorney-in-fact are different roles. The accountant is responsible for bookkeeping and tax compliance; the attorney-in-fact represents the partner under the powers granted.

Every Brazilian company needs a registered address, which is also its fiscal domicile for tax authorities. Escalei does not provide this address. We put you in touch with partner coworking spaces in the state of São Paulo that offer business addresses for company registration.

Companies that sell goods can also be registered at a coworking address. Even so, not every address is suitable for every activity. Municipal zoning rules and the type of business determine whether a given address can be used, so this is validated before incorporation. A fiscal address is also not a warehouse: if you sell physical products, where inventory is stored is a separate logistics and tax decision.

Brazil has three main tax regimes for companies. Simples Nacional is a simplified regime for smaller companies, but the law does not allow it for companies with a partner domiciled abroad (Lei Complementar 123/2006, article 17, II). A foreign-owned company whose partners live outside Brazil therefore chooses between the other two:

• Lucro Presumido (presumed profit): income taxes are calculated on a percentage of revenue defined by law, regardless of the actual margin.
• Lucro Real (actual profit): income taxes are calculated on the profit actually earned, and federal taxes on revenue (PIS and COFINS) work with a credit system. It requires more detailed bookkeeping and can be more efficient for operations with lower margins or high costs. Under Brazil's tax reform, PIS and COFINS are replaced by the CBS from 2027.

The right choice depends on margin, costs, products and the states where you sell, and it is analyzed with numbers before incorporation. Lucro Real is one of Escalei's specialties; you can read more about it on our Lucro Real page (in Portuguese).

Many foreign founders open a Brazilian company to sell to Brazilian consumers through their own online store or through marketplaces such as Mercado Livre, Amazon and Shopee. Once incorporated and regularized, with a CNPJ, a State Registration and the setup to issue NF-e (Brazilian electronic invoices), the company can sell like any other Brazilian company.

Selling goods in Brazil involves state VAT (ICMS), interstate rules such as DIFAL, and in some products tax substitution (ICMS-ST). E-commerce accounting is Escalei's core specialty: we analyze product classification, tax guidance on invoices by sales channel and reconciliation of marketplace reports for accounting purposes. Daily sales invoices are issued by the operational team. The guide to opening an e-commerce company in Brazil covers registrations, taxes on online sales, imports and fulfillment in detail.

Registering and approving a seller account on each platform follows the platform's own rules. Escalei structures the Brazilian company and its tax side; it cannot guarantee approval by a marketplace.

The partners we suggest are professionals and companies we know. These are optional introductions: there are many other qualified providers in Brazil, and you are free to consult, compare and hire any professional you choose. You do not have to hire our suggested partners to work with Escalei. Each provider, whether introduced by us or chosen by you, quotes and contracts its own services and is responsible for its own work.

Opening the company is only one part of setting up a business in Brazil. Depending on your operation, you may also need immigration, legal, customs, logistics or business-address services. Escalei handles the accounting and tax side and works with partner firms for what falls outside accounting, introducing you to the provider your case requires.

• Immigration and legal support. Partner immigration lawyers handle CPF applications and other immigration matters for foreign partners and founders. Partner corporate lawyers handle powers of attorney, agreements between partners and other legal work outside the accounting scope.
• Customs and imports. If the company imports products into Brazil, partner customs brokers (despachantes aduaneiros) handle customs clearance and the related import procedures, within their professional scope. Escalei handles the accounting and tax side of the imports.
• Fulfillment and logistics. For companies that sell physical products and need Brazilian warehousing, inventory management, order fulfillment, shipping or returns, partner fulfillment and logistics companies run the physical operation. Escalei handles the accounting, tax and compliance side, including tax guidance on invoices documenting movements of goods. Operational invoice issuance remains the company's responsibility.
• Fiscal address and coworking. Partner coworking and business-address providers offer addresses suitable for company registration, subject to the activity and the municipality's rules.

Escalei does not provide immigration, legal, customs clearance, warehousing, fulfillment or logistics services itself. These are provided independently by specialized firms, and their fees are quoted separately. Our role is to structure the Brazilian company, handle its accounting and tax compliance, and connect you with the professional services your operation requires.

For a business importing its own goods, feasibility comes first. Company formation is a later stage; obtaining a CNPJ does not validate the import model.

1. Import feasibility, before starting company formation

   First speak with the customs lawyer and customs broker to assess whether your proposed model is viable: products, origin, licences, authorization, costs, requirements and inventory destination. We proceed with formation only once this area is defined. Do not buy or ship goods assuming that obtaining a CNPJ will resolve these issues.

2. Documentation with the immigration lawyer

   Once feasibility is confirmed, the immigration lawyer assesses the CPF and other legal documents needed in Brazil, powers of attorney, translations and applicable validations. Confirm each document's timeline with that lawyer. This time comes before and is not included in the 40–60 days for CNPJ formation.

3. Legal structure and tax assessment

   After customs and immigration matters are defined, corporate and tax lawyers work with the accountant to agree the structure, administration, contracts, representation powers and tax regime assessment. This stage depends on the actual operating model already reviewed.

4. Complete handover to Escalei and start of formation

   Only once all decisions, contracts and signatures are settled, the address is validated and complete documents are in the accountant's hands does formation begin. The estimate is 40–60 days to constitute the company and obtain its CNPJ from that point, subject to registry requirements and processing. We do not count this period from the first enquiry.

5. Operational preparation and launch

   Banking, financial BPO, e-commerce management, platforms, import authorization and logistics have their own stages and timelines. Your team and partners define dependencies and what can be prepared in parallel. The CNPJ timeline is not a guaranteed date for starting sales or imports.

If you will not import goods yourself, the customs feasibility stage may not apply; the documentation, legal structuring and complete handover requirements still do.

Where Escalei accepts a representative role, it acts only within accounting responsibilities and related day-to-day duties covered by its professional remit and contract. Availability is assessed individually, and the authorized powers must be expressly defined in the power of attorney.

We do not undertake representation for financial management, opening or operating bank accounts, receiving or transferring funds, withdrawals, foreign exchange, advertising management, marketplace administration, purchasing or commercial operations. We do not hold or manage the owners' or company's funds.

This limited accounting representation must not be confused with appointment as the company's administrator or with every legal representation requirement for owners and administrators living abroad. Partner lawyers must assess the required powers, responsibilities and who can take on each role.

If the operation requires powers outside our remit, another suitable professional or representative must be appointed. An e-commerce manager does not automatically become a legal representative either: operational management and representation under a power of attorney are different roles.

For owners living abroad, we strongly recommend having someone in Brazil responsible for day-to-day business management. This may be an e-commerce manager or a hired team, with duties, access permissions and limits defined by the owners.

This management must cover platform account setup and maintenance, listings and advertising campaigns, catalogue and pricing, orders, customer service, returns, sales invoice issuance, and coordination with suppliers and logistics. The person in charge follows up on issues and requirements from Mercado Livre, Shopee, TikTok Shop and other sales channels.

Escalei provides accounting and tax guidance but does not act as this manager. Financial BPO and fulfillment do not automatically replace the manager either: each contract covers different tasks. The owners must agree who will perform each duty before the first sale.

Questions about business bank accounts, marketplace payouts, payments, withdrawals, transfers, cash flow, banking access and financial management should be directed to our financial BPO partners. The partner confirms which services it offers and which steps require a bank, payment institution or foreign exchange specialist.

Escalei may provide accounting documents and information covered by the contract, but does not open bank accounts or manage company funds. Financial BPO is contracted separately; hiring it does not guarantee banking approval, release of balances or acceptance by platforms.

Before contracting, agree with the BPO provider and bank who will hold access credentials, who may view accounts, prepare and approve payments, which limits apply and how owners retain control. Powers of attorney and authorization rules should be reviewed with a lawyer. Escalei's accounting representation does not include these powers.

Banks and platforms perform their own identity and compliance checks. Nationality, country of residence, beneficial ownership, source of funds and documents may affect assessment. Obtaining a CNPJ does not guarantee an approved account, international transfers or freedom from account restrictions.

If you intend to import in the Brazilian company's name, speak to the customs broker before buying or shipping goods. The broker should assess the import model, RADAR/Siscomex authorization, documentation, customs procedures and product-specific licences or permits.

Provide details of the products, composition and intended use, supplier, country of origin, values, volume, frequency and inventory destination. Some products require regulatory assessment and suitable facilities; a fiscal address does not mean any product may be imported or stored there.

Escalei handles the accounting and tax treatment of imports within the agreed scope. We do not perform customs authorization, customs clearance, international freight procurement or product licensing. Costs and timelines for these steps are provided by the broker and other service providers.

If you use a trading company, the model must also be assessed with the customs broker and accountant. The accounting proposal considers import frequency, transaction volume and complexity; material changes may require a fee review explained in advance.

We have partners such as KiwKiw for operations requiring fulfillment and a fiscal address. Subject to the contracted services and suitability for the business activity, the partner may receive goods, store inventory and handle order logistics, as well as offer an address for company registration.

Confirm address availability, accepted products, storage requirements, integrations, receipt of imports, shipping, returns, prices and timelines directly with KiwKiw. Fulfillment does not automatically include advertising management, banking, invoice issuance or e-commerce administration: each task must be specified in the responsible provider's contract.

If you do not hire a fulfillment company, you can assess partner coworking spaces offering fiscal addresses. Escalei does not provide a fiscal address directly. Address suitability must be confirmed before registration, considering the activity, local rules, inventory and licensing requirements.

The fiscal address, inventory location and operational management may involve different providers. Receiving mail is not the same as receiving goods; the address provider's actual services should be set out in its contract.

Escalei structures the company and handles the contracted accounting and tax compliance. Seller registration, identity verification, account access, listings and responses to platform requests are handled by the owners and operational team.

Each platform determines its documents, eligibility criteria and payout rules. Before engaging company formation services, confirm whether your planned ownership structure, representatives and payout account are accepted by your chosen channels. Involve your operational team, financial BPO provider and, where needed, lawyer.

We do not guarantee seller approval, payout release timelines, absence of holds, account reinstatement or withdrawal availability. These decisions belong to platforms and financial institutions. Having a CNPJ does not waive their checks.

For the initial assessment, we request each owner's nationality and country of residence, identity document or passport, CPF status, personal and address details, ownership share, proposed administrator and business description. If a foreign company is a shareholder, the list also includes its corporate documents and identification of representatives and beneficial owners.

Partner lawyers confirm the powers of attorney and foreign documentation. Depending on the document and issuing country, apostille or consular legalization and sworn translation may be required. The final list is individual; do not submit sensitive documents in public areas or site comments.

Stages of company formation may be handled remotely, depending on documents, signatures and case-specific requirements. This is not a promise that the entire business setup will be completed without travel: banking, platform verification, representation, certificates and partner services have their own requirements.

Before deciding not to travel, confirm separately with Escalei, the lawyer, bank and service providers which steps can be remote and whether any require attendance. Nationality, including Russian citizens living in another country, does not replace this individual assessment or allow banking or platform acceptance to be guaranteed.

The company must organize its sales and issue the invoices required for its operation. Daily sales invoice issuance is handled by the e-commerce manager or operational team using the contracted invoicing system. Escalei provides tax guidance, records the documents received and calculates taxes; we do not issue sales invoices.

Platform sales, bank deposits, accounting revenue and tax bases are figures that must be reconciled. Cancellations, returns, discounts and timing differences may explain discrepancies when supported by documentation and appropriate tax treatment. A net payout after commissions and holds is not automatically the revenue to report.

Selling R$1 million and reporting R$300,000 or R$500,000 is not in itself an acceptable tax strategy. A discrepancy can only be assessed using report breakdowns, invoices and transaction records. Escalei does not work with revenue concealment or invoices understating actual transactions.

Tax savings are assessed through lawful means such as regime selection, correct product tax treatment and eligible credits, depending on the operation. We do not promise a fixed saving or a portion of revenue that may be left unreported.

Escalei's formation quotation should identify included services, planned registrations, any included digital certificate, included government fees and fees payable separately. Do not assume a fee is included or excluded: the written proposal for your structure governs.

Monthly accounting fees depend on the tax regime, sales and document volume, imports, employee numbers and complexity. The proposal states the initial fee, billing start, covered obligations and review criteria. Even without sales, a company may have obligations and maintenance costs; confirm the scope for inactive periods.

Depending on your needs, separate quotations cover CPF and foreign documentation, translations, powers of attorney and legal work, any agreed representation within accounting duties, fiscal address or coworking, financial BPO, e-commerce manager, ERP and invoicing software, customs broker, freight, licences, fulfillment and storage. Each provider specifies setup, monthly, annual or per-transaction charges.

Share capital, operating taxes, inventory purchases, advertising and banking or platform fees must also be included in your budget. These are not Escalei's fees and are separate from the cost of obtaining a CNPJ.

The CNPJ formation estimate is 40–60 days after all prior stages are settled and Escalei receives the complete documentation. This period excludes import feasibility discussions, obtaining the CPF and other documents, negotiations, legal contracts and corporate/tax structuring. Registry requirements can affect the estimate.

Illustrative example, not a promise: if the CPF and documentation stage takes 30 days and legal discussions and contracts take another 30 days, followed by 40–60 days for CNPJ formation, those stages total around 100–120 days. Customs feasibility, banking, seller account approval and logistics may add time. Each provider confirms its own timeline.

An issued CNPJ does not mean banking approval, an active seller account or cleared imports. Request separate timelines for formation, banking and finance, seller registration, RADAR/licensing and logistics. Each responsible provider confirms its timeline; we do not promise a single date for the entire operation to be ready.

Send the owners' nationality and residence; indicate whether they already have CPFs, whether the shareholders are individuals or companies, how many there are and who will administer the company. Describe products, sales channels, estimated revenue and order volume, staffing and any direct import plans.

Also state whether you already have a fiscal address, a manager in Brazil, fulfillment provider, bank or financial BPO provider, customs broker and lawyer. If not, tell us which introductions you need. You do not have to hire every partner; requirements depend on your operation.

With these details, Escalei provides its own service proposal and directs specialist needs to partners. Final prices, representation powers, licences, banking suitability and platform approval require individual assessment; this page explains responsibilities and how to obtain those confirmations.

These sources explain registry and documentation requirements; Escalei's service limits and partner responsibilities are defined above and in each contract.

• MDIC: company formation for foreign investors
• Federal Revenue Service: CPF and foreign documents
• Federal Revenue Service: Siscomex authorization
• Decree-Law 1,598: revenue and documented adjustments

Short answers about CPF, attorney-in-fact, fiscal address, fees and our services are in the FAQ in English. To learn who is behind Escalei, see about us (in Portuguese) and how to verify our registration (in Portuguese).

This guide is also available in Portuguese: abrir empresa no Brasil para estrangeiros.