Corporate Law
Corporate lawyer for doing business in Brazil
I help founders and foreign investors set up the right structure in Brazil and keep their corporate affairs organized as the business grows.
The choices made when a company is formed, such as entity type, ownership split and exit rules, tend to matter years later. I advise owners on choosing a structure, drafting articles of association and bylaws, and handling the changes that come with growth, including new investors, management turnover and internal reorganizations.
A large part of my work is with foreign individuals and companies opening a Brazilian entity or buying into one. I coordinate the corporate steps with local representation requirements, tax registrations and, where needed, the visa of the foreign partner or director. You get a clear explanation of each stage in plain English.
How I can help
Corporate Law
Company formation
Choosing the entity type and preparing the documents to incorporate in Brazil.
Foreign-owned entities
Setting up Brazilian subsidiaries and companies with overseas shareholders.
Shareholder agreements
Voting, transfer restrictions, rights of first refusal, exits and deadlock rules.
Corporate governance
Approval thresholds, internal policies and management structure suited to the company’s size.
Corporate changes
Capital increases, new partners, change of address, purpose or officers, with the required filings.
Ongoing counsel
A recurring point of contact for the company’s everyday legal questions.
Who it is for
- Foreign companies opening a subsidiary in Brazil
- Entrepreneurs and investors relocating to Brazil
- Co-founders who want clear rules from day one
- Growing companies bringing in new partners or capital
How I work
- AssessmentI review your plans or current structure and what each owner expects.
- Structure designI recommend an entity type and the rules governing the owners’ relationship.
- Documents and filingsI prepare the articles, bylaws or shareholder agreement and follow the registrations.
- Ongoing supportI stay available for meetings, amendments and key corporate decisions.
FAQ
Common questions
Can a foreigner own a company in Brazil?
Generally, yes. Foreign individuals and companies can hold interests in Brazilian entities, subject to requirements such as Brazilian tax IDs and a local representative. Certain sectors carry specific restrictions, so it’s worth reviewing your situation in a consultation.
What is the difference between the articles of association and a shareholder agreement?
The articles are the registered, public document that creates the company. A shareholder agreement is a separate, usually private, arrangement that sets out details like voting, exits and share transfers.
Does a foreign director need to live in Brazil?
The company’s administrator generally needs to reside in Brazil, which often means appointing a local manager or obtaining a visa for the foreign executive. The best route depends on the company’s plans and timing.
Shall we talk about your case?
Free 60-minute initial consultation, by video or in person, in Portuguese, English or Spanish.
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