Roberto Carvalho Fernandes
The Way for Foreign Investment in Brazil
The entry of foreign capital in Brazil undergo to a complex legislation, whose attendance is inevitable to the financial results that can be used by the investor (distribution and transfer of profits, the share of capital, reinvestment, and others).
The legislator created the demand to register in the Brazilian Central Bank (Banco Central do Brasil, BCB - in Portuguese), all the foreign capital entered in the country (Law 4.131/62 and Circular 3689/2013 of BCB). Referred norms, regulated for resolutions, circulars and normative ordinances, give an order to the procedures that must be adopted by the investors and representants, among with public authorities, congruent between themselves, but with complexability and repercussion on business that significantly grows responsibility from lawyers, stewards and accountants.
For example, the acquisition process of a Brazilian rural property from foreign people depends on the compliance of formalities and physicals conditions of the property, as like the localization, dimension and amount of lands already acquired (for others) foreign people in that same geographic space, in this sense a dedicated research is necessary for which case.
About the possibility of a foreign person buy a corporate participation and therefore capital control of a mining company, just as an example, the answer depends on the geographic location of the quarry, to know if it is on a borderland or if it is considered as a national security land; as well the kind of mineral is being extracted and the quarry dimension. But in any of these situations, in more complex and less complex ways, the answer is yes.
In which cases already said, the acquisition of a rural property ou mining law, the business will depend on the formalities compliance of the Financial Institution choose to settle the exchange of the operation, on the Foreign Relations Department (Itamaraty), on the Federal Police for the RNE - National Foreign Currency Register, from Brazilian Federal Revenue, on the Brazilian Central Bank for the capitals registers RDE - IED, on the INCRA permit, when the rural lands outreach the allowed quantity (MEI) or an exceptional bestowal from the National Security Council, on DNPM for Mining Law advisory and assignment of the referred rights, on the reunion of the necessary and compulsory documents for annotation purposes in the Property Register Office and Commercial Board, and still on the Labor Department to compulsory admission of foreign worker that will come to run the business, and the registers and monitoring from the MDIC - Department of Development, Industry and Foreign Commerce and from the DNRC - National Department of Commercial Register. In Brazil, the business is not so different from the other countries, limited only on the compliance of the formalities defined in laws, deadlines and order.
Search to not associate with companies whose the partners had judicial restrictions.
Have caution with the patrimony present by the partners for business in Brazil.
Verify eventual labour, taxes, Ambiental, administration liabilities and others that may interrupt the business.