New Rules for Registration of FDI

Written by | Corporate

The Brazilian Central Bank’s Resolution 4,533/2016 has brought about changes to the registration of foreign investment in Brazil. Now the individual or legal entity registering information about the investment on the Central Bank’s system (“Sisbacen”) will be personally liable for the “accuracy, lawfulness and economic basis” of the information entered into the system.

Records of the documents relating to the transaction and the appointment of the individual or entity responsible for the registrations must be kept for inspection by the Central Bank for a period of five years after the transaction is concluded or the appointment is terminated. Financial institutions authorised by the Central Bank may change the appointees on the system if authorised to do so by the appointing legal entity.

Moreover, Central Bank’s Circular 3,814/2016 contains new rules that will facilitate remittance of profits abroad. The current rules require that companies follow a somewhat cumbersome process of manually entering information on Sisbacen. However, once the Circular comes into force the following transactions (among others) will be automatically entered into the system:

  • remittances received from abroad;
  • conversion of foreign loans into foreign direct investment;
  • remittances abroad of profits and dividends, interest over own capital and return of capital investments.

Various other transactions (such as changes of shareholdings between residents and non-residents, onversion of certain credits into foreign direct investment, and payment of capital via tangible or intangible assets) will still need to be registered manually on the system within 30 days of the relevant transaction taking place. All information relating to the investment must be kept up to date on the system and a declaration must be filed annually by 31 January (for legal entities that have less than R$250 million in assets) in assets or quarterly by the last day of each quarter (for legal entities that hold R$250 million or more in assets).

Resolution 4,533/2016 and Circular 3,814/2016 came into force on 30 January 2017.

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Last modified: February 11, 2019