LTDA
for foreigners in Brazil
Understand the Brazilian limited liability company, foreign partners and the registrations needed to operate with a CNPJ.
What to do, step by step
-
Define partners, quotas, management and address before preparing the contrato social (articles of association).
-
Check foreign documents, CPF and rules for in-person or digital signatures.
-
Register the company with the Junta Comercial (Commercial Registry) and follow formal requirements.
-
Obtain a CNPJ from Receita Federal (federal tax authority) and municipal or state registrations when applicable.
-
Organize accounting, pró-labore, invoice issuing and recurring tax obligations.
Frequently asked questions
Can a foreigner be a partner in an LTDA?
Generally yes, with a CPF and accepted documents. If the partner lives outside Brazil, representation and specific registration requirements may apply.
Does an LTDA limit all risks?
Limited liability depends on legal compliance, share capital and separation of assets. Fraud or commingling of assets can lead to different effects.
Do I need a contrato social?
Yes. The contrato social defines partners, quotas, management, activities and internal rules. It should match the company’s real operations.
Need a lawyer?
If administrative measures did not solve it, we can review your case.