When venturing into the world of entrepreneurship, one of the first and biggest decisions a business owner must make is about the legal structure of their company.
In Brazil, this includes a variety of options, each with its own advantages, challenges and legal implications. Among these options is the much-discussed and widely adopted legal form known as Sociedade Limitada (LTDA) .
In this article, we will explain everything about what LTDA is, and we will tell you the essential steps to open a food establishment that every entrepreneur must understand before venturing down this path.
Index
What is LTDA?
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Steps to open an LTDA company
Hire an accountant
Define the CNAE
Set the company configuration
Carry out a preliminary analysis of the location
Draft the Articles of Association
Register with the Commercial Board
Issue the CNPJ and obtain the permits and releases
Main Characteristics of a Limited Liability Company (LTDA)
Conclusion
What is LTDA?
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What is LTDA? Understand the types of companies to open in Brazil
First, let's understand what exactly a Limited Liability Company (LTDA) is.
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In simple terms, an LLC is a business structure where two or more people come together to establish a business.
The difference here is that the partners' liability is limited to the value of their shares, and not to their personal assets.
In other words, if the company incurs debts or faces legal problems, the partners' personal assets are not at risk to cover these obligations.
An LTDA can be formed by two or more people, and each partner contributes their share of the company's share capital.
All partners share responsibility for paying in the share azerbaijan phone number data capital, but this responsibility is limited to the amount invested by each one.
Steps to open an LTDA company
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What is LTDA? Understand the types of companies to open in Brazil
Now that we understand what LTDA is, we can move on to the step of opening an LTDA company in Brazil, which is not a simple task, but with the right knowledge and correct guidance, one can navigate this process with relative ease.
Here are the essential steps to opening an LTDA company:
Hire an accountant
An experienced accountant will guide you through all the financial, tax and legal aspects involved in starting and maintaining a business.
Define the CNAE
The CNAE (National Classification of Economic Activities) determines the company's main activity, which in turn influences the tax regime in which the company falls.
Set the company configuration
It is necessary to decide on issues such as type of activity (industry, commerce or services) , company size (ME or EPP) and tax regime (Simples Nacional, Presumed Profit or Real Profit) .
Carry out a preliminary analysis of the location
Before establishing your business in a particular location, it is essential to verify that the location complies with local and state laws and that your desired business name is available.
Draft the Articles of Association
The articles of association are a fundamental document that defines the rules and agreements between partners, including issues such as initial investment, profit distribution and management responsibilities.
Register with the Commercial Board
The articles of association must be registered with the Commercial Board or the Civil Registry Office for Legal Entities in the region where the company will be established.
Issue the CNPJ and obtain the permits and releases
After registering with the Commercial Board, it is necessary to obtain the CNPJ and the necessary licenses and authorizations to operate legally.
Main Characteristics of a Limited Liability Company (LTDA)
What is LTDA? Understand the types of companies to open in Brazil
Understanding the fundamental characteristics of a Limited Liability Company (LTDA) is important to understand its structure and operation.
Below, we present the most relevant points that define this type of company:
Registration by Articles of Association: the process of opening an LTDA begins with the preparation of the Articles of Association, a document that establishes the legal basis of the company. It details the details of the partners, the amount of capital invested by each one and the shares that correspond to their participation in the enterprise.
Two or more partners: LTDA is designed to be operated by two or more partners. Unlike other models, there is no requirement that the partners perform the same functions or have equivalent shares. One partner may hold a majority stake in relation to the others.
Division into Shares: a notable distinction between the LTDA and other types of companies, such as the Public Limited Company (SA), is that in the LTDA the share capital is divided into shares as established in the Articles of Association. Each partner owns a percentage of the company, represented by their shares, which determines their rights in relation to the company and the distribution of profits.