Brazil fast business set up solutions

Because Brazil is a developing emerging market country, registering a new business is both challenging and time consuming.

Using their preferred corporate structure, our multi-national Clients should expect to legally conduct business in Brazil within 5 months click link).

As a work around solution (click link), Healy Consultants Group PLC provides our multi-national Clients two fast business set up options:

  1. Acquiring a dormant clean ready-made Brazilian company with an already approved dormant corporate bank account (known as a turnkey solution); or
  2. Incorporating a new company using Healy Consultants Group PLC professional, passive nominee shareholders and directors and bank signatory (known as a Fast Nominee Solution (click link).

With these two fast business set up solutions, our multi-national Clients can expect to legally conduct business in Brazil within 1 month. Refer to more detailed information below:

Comparing business set up strategies

QuestionFast Nominee SolutionTurnkey solutionRegister a new business
Our recommended solution in order of preference?123
How soon can our Client legally issue sales invoices to customers?Within 2 months2 weeksAfter 5 months
How soon can our Client legally sign sales contracts with local customers?Within 2 months2 weeksAfter 5 months
How soon can our Client lease permanent office premises and warehouse?Within 2 months2 weeksAfter 5 months
How soon can our Client recruit local and expatriate staff?Within 2 months2 weeksAfter 5 months
Estimated total cost of this engagement?US$36,630US$57,400US$24,430
Estimated paid up share capital to be injected over the coming 2 months?US$1US$1US$1
How soon can we supply our Client a bank account number?Within 2 months1 weekAfter 6 months
Physical office required to be leased during company registration?NoNoNo
Must apply for tax numbers?NoNoNo
Must apply for an import\export license?YesYesYes
Must apply for a regulatory license?YesYesYes
Foreign investment Government approval required before legally conducting business?NoNoNo
How long to appoint our Client's preferred corporate structure?3 months3 monthsN/A
Total engagement period; to finish the engagement?5 months4 months6 months
Draft sales invoice - press buttonBrazil fast nominee LLC invoiceBrazil turnkey solution invoiceBrazil LLC invoice

Advantages and disadvantages of a fast business set up solution

No.AdvantagesNominee companyShelf Company
1.Within two months, our multi-national Clients can legally conduct business in Brazil;YesYes
2.Our Client does not have to travel to Brazil for company registration and multi-currency corporate bank account opening;YesYes
3.Our Client can immediately recruit staff to help complete business set up;YesYes
4.The entity is already registered for tax, including payroll, corporation tax, sales taxes;YesYes
5.Government administrative tasks\delays are tackled after business set up, rather than before company registration;YesYes
DisadvantagesNominee companyShelf Company
6.It is an expensive solution;YesYes
7.It is necessary to spend changing the business activity and change company name;NoYes
8.It is necessary to spend 3 months appointing our Clients’ preferred shareholders and directors;YesYes
9.It is necessary to spend 5 weeks appointing our Clients' preferred bank signatory;YesYes
10.It is necessary to spend 2 weeks to ensure the entity is clean and dormant;NoYes
11.Government foreign investment approval is still required?NoNo
12.The company might have had business operations in the past, which makes the handover process more complicated.NoYes

Steps to register a Fast Nominee Solution

No.StepsWeek
1.Healy Consultants Compliance Team receives the required corporate and personal due diligence (click link) information from our Client;1
2.Our Client signs Healy Consultants Group PLC engagement letter and returns the original to our Singapore Head office. Our Client settles our fees;1
3.Our Client confirms by email the planned corporate structure and e-mails the required due diligence;1
4.For our Client, Healy Consultants Group PLC prepares a tailored detailed project plan (click link);2
5.Healy Consultants Group PLC supplies our Client due diligence re our temporary professional, passive nominee shareholders and directors and bank signatory;2
6.Healy Consultants Group PLC registers a national LLC with our temporary professional, passive nominee shareholders and directors and injects the paid-up share capital to a temporary multi-currency corporate bank account;4
7.Healy Consultants Group PLC registers our Client company for tax;4
8.The Brazil bank supplies corporate bank account numbers to Healy Consultants Group PLC, while we act as temporary bank signatory;6
9.If required, Healy Consultants Group PLC will apply for i) a specific regulatory license and ii) an import export license;7
10.Healy Consultants Group PLC emails our Client a template customer sales invoice complying with local commercial laws and includes i) a company name and number ii) a company office address and iii) a corporate bank account number and iv) a tax number. Our Client can legally conduct business in Brazil;7
11.Healy Consultants Group PLC prepares and emails our Client the required documents to appoint them as directors and shareholders and bank signatory including i) the legal share allotment and legal share transfer ii) the change of company address and iii) the lease agreement in Brazil (if required);8
12.Our Client reviews and signs the documents in front of the Brazil Embassy Consular at our Client’s country of residence and courier return the same;8
13.Healy Consultants’ Group PLC and our Client attends a meeting with the Brazil bank to appoint our Client as the new bank signatory and submit the corporate bank package containing:

i) Signed appointment of bank signatory forms;

ii) Client’s passport copy and proof of address;

iii) Brazil company kit;

iv) Other Client due diligence.

9
14.Following a review of the corporate bank account signatory change application, the bank(s) may revert to Healy Consultants for additional information. Healy Consultants and our Client provides the same in a timely manner;10
15.There is a 50% chance that the bank will ask the new bank signatory to travel for a one-hour interview. As always, Healy Consultants will aggressively negotiate for a travel exemption, asking the bank to just perform a Skype or phone conversation with the bank signatory. Depending on Client nationality, sometimes we are successful and our Client does not have to travel to Brazil;11
16.The bank approves the appointment of the new bank signatory and will courier internet banking documents (login, password etc) to Healy Consultants office or to our Client directly. If sent to us, we will activate internet banking on our Client’s behalf;14
17.Following a review of the foreign investment license application, Board of Trade may revert to Healy Consultants for additional information. Healy Consultants Group PLC and our Client provides the same in a timely manner;14
18.The Board of Trade approves the foreign shareholder to purchase shares in the local company. Immediately after, Healy Consultants Group PLC submits an application to the Board of Trade to amend the corporate document;15
19.The Board of Trade issues the amended corporate document, showing the new shareholder, company name, business activity and charter capital;18
20.Immediately after, Healy Consultants Group PLC emails our Client i) amended corporate document and ii) new M&AA showing the appointment of the new foreign shareholders and directors;19
21.Healy Consultants Group PLC will courier the following to our Client:

i) Company kit containing original Brazil corporate documents;

ii) The banking kit;

iii) Healy Consultants Customer Satisfaction Survey;

20
22.Healy Consultants Group PLC successfully completes our Client’s engagement.20

Steps to purchase a fast turnkey solution

No.StepsWeek
1.Healy Consultants Compliance Team receives the required corporate and personal due diligence (click link) information from our Client;1
2.Our Client signs Healy Consultants Group PLC engagement letter and returns the original to our Singapore Head office. Our Client settles our fees;1
3.Our Client confirms by email the planned corporate structure and e-mails the required due diligence;1
4.For our Client, Healy Consultants Group PLC prepares a tailored detailed project plan (click link);2
5.Healy Consultants Group PLC provides our Client i) a company name and number ii) a company office address and iii) a corporate bank account number and iv) a tax number;2
6.Healy Consultants Group PLC emails our Client a template customer sales invoice complying with local commercial laws and includes i) a company name and number ii) a company office address and iii) a corporate bank account number and iv) a tax number;2
7.Our Client can inform customers and suppliers; issue invoices for selected products and services, sign legal contracts and hire local staffs in Brazil. Healy Consultants Group PLC will inform our Client if some business activities require additional approval and licenses from the Government;2
8.Healy Consultants Group PLC prepares and emails our Client the required documents to appoint them as directors and shareholders including i) the legal share allotment and legal share transfer ii) the change of company address and iii) the lease agreement in Brazil (if required);3
9.If required, Healy Consultants Group PLC will apply for i) a specific regulatory license and ii) an import export license. There can be additional Government requirements to secure the same including higher paid-up capital requirements;3
10.Our Client reviews and signs the documents in front of the Brazilian Embassy/Consular at our Client’s country of residence and courier return the same;4
11.Healy Consultants Group PLC and our Client attends a meeting with the Brazil bank to appoint our Client as the new bank signatory and submit the corporate bank package containing:

i) Signed appointment of bank signatory forms;

ii) Client’s passport copy and proof of address;

iii) Brazil company kit;

iv) Other Client due diligence;

5
12.Following a review of the corporate bank account signatory change application, the bank(s) may revert to Healy Consultants for additional information. Healy Consultants and our Client provides the same in a timely manner;7
13.There is a 50% chance that the bank will ask the new bank signatory to travel for a one-hour interview. As always, Healy Consultants will aggressively negotiate for a travel exemption, asking the bank to just perform a Skype or phone conversation with the bank signatory. Depending on Client nationality, sometimes we are successful and our Client does not have to travel to Brazil;7
14.The bank approves the appointment of the new bank signatory and will courier internet banking documents (login, password etc.) to Healy Consultants office or to our Client directly. If sent to us, we will activate internet banking on our Client’s behalf;9
15.The Board of Trade approves the foreign shareholder to purchase shares in the local company. Immediately after, Healy Consultants Group PLC submits an application to the Board of Trade to amend the corporate document;12
16.The Board of Trade issues the amended corporate document, showing the new shareholder, company name, business activity and charter capital;13
17.Immediately after, Healy Consultants Group PLC emails our Client i) amended corporate document and ii) new M&AA showing the appointment of the new foreign shareholders and directors;14
18.Healy Consultants Group PLC will courier the following to our Client:

i) Company kit containing original Brazil corporate documents;

ii) The banking kit;

iii) Healy Consultants Customer Satisfaction Survey;

14
19.Healy Consultants Group PLC successfully completes our Client’s engagement.14

Conclusion

  1. If our multi-national Clients’ wish to legally conduct business as soon as practical, then I recommend one of the above fast business set up solutions;
  2. If our multi-national Clients’ wish to minimize business set up costs, I recommend registering a new LLC with your preferred corporate structure and bank signatory.

Contact us

For additional information on our fast solution services in Brazil, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Chrissi Zamora, directly:
client relationship officer - Chrissi