Doing Business in Brazil
Legal structuring for foreign companies, governance, international investments (RDE-IED), foreign founders.
Doing Business in Brazil: A Legal Guide for Foreign Companies
Foreign company in Brazil: 6 steps — structure, RDE-IED at BACEN, CNPJ, INPI protection, LGPD from day one, cross-border contracts with arbitration.
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Legal Structuring for Foreign Companies in Brazil: LTDA, S.A., Branch, Joint Venture
Foreign company in Brazil: 4 vehicles — LTDA (simpler, cheaper), S.A. (Law 6,404/76, for share fundraising), branch (presidential approval), joint venture.
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Corporate Governance in Brazil for Foreign Companies: Cross-Border Board, Director Duties, Liability
Brazil corporate governance for foreign companies: 5 points — director duties, personal liability, cross-border board, minutes+RDE-IED, compliance/ESG.
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Market Entry Into Brazil: How Foreign Companies Enter the Brazilian Market
Foreign company entering Brazil: 6 modes — direct sales, distribution, licensing, subsidiary, joint venture, acquisition. Model before execution.
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Cross-Border Investments Into Brazil: RDE-IED, Foreign Capital Registration, Repatriation
Without RDE-IED at Central Bank, foreign capital can't repatriate profits, dividends or capital. Each move needs an update — errors block remittances.
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Intellectual Property and Technology in Brazil for Foreign Companies: Trademark, Software, Patent, Know-How
Foreign IP protection in Brazil: 5 fronts — trademark (LPI), patent, software (Law 9,609), copyright (LDA), know-how. Assignment needs INPI recording.
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Foreign Startup in Brazil: Legal Setup and IP Protection
Foreign startup in Brazil: 4 pillars — corporate form (LTDA→S.A.), Startup Law (LC 182/2021), INPI trademark, LGPD from day one.
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Foreign-Founder Startups in Brazil: Cap Table, Vesting, ESOP, and IP Assignment
Foreign founder of Brazilian startup: 5 fronts — vehicle (LTDA/S.A.), Startup Law (LC 182/2021), cap table with vesting, ESOP, founder IP assignment.
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Acquiring and Selling Equity in Brazilian Companies for Foreign Investors: Protection and Exit Clauses
Foreign investor M&A in Brazilian company: SPA (S.A.) or QPA (LTDA), price adjustments, R&W, escrow, earn-out. Triggers RDE-IED at Central Bank.
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Business Contracts for Foreign Companies in Brazil: 7 Critical Clauses in Cross-Border Deals
Cross-border contract lives or dies on 7 clauses: governing law, forum/arbitration, language, currency, tax, IP, termination. Localization ≠ translation.
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Due Diligence and M&A in Brazil for the Foreign Buyer: What to Audit First
Brazilian M&A due diligence: 7 areas — labor, tax, corporate, IP, LGPD, contracts with change-of-control, regulatory licenses.
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Brazil's Marco Legal das Startups: what changes in practice
Brazil Startup Law (LC 182/2021): formalized angel, stock options, regulatory sandbox, Inova Simples. Eligibility: ≤10 years + BRL 16M + innovative.
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Trademark Registration in Brazil via INPI: Founder Guide
Foreign founder files trademark in Brazil via INPI (LPI 9,279/1996). Principle: rights from filing, not use. Brazilian resident agent required.
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Technology Transfer Agreements to and from Brazil: INPI Registration, Royalty Caps, Tax Treatment
Tech transfer to Brazil: INPI recording, royalty caps, FX rules and tax treaty. Model before signing — or remittance gets locked post-deal.
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Venture Capital and Corporate Venture in Brazil for Foreign Investors: Term Sheet, SAFE, Convertible Notes
Foreign investor in Brazilian startup: 4 paths — shares/quotas, Brazil SAFE, convertible loan, recognized investor (LC 182/2021). Triggers RDE-IED.
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