Brazil

Registering Property in

Brazil

Listed below is a detailed summary of the steps, time and cost involved in registering property, assuming a standardized case of an entrepreneur who wants to purchase land and a building that is already registered and free of title dispute.

The information appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2011.

  • Standard Property Transfer

  • Property Value: BRL 925,078.56
  • City: São Paulo

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No. Procedure Time to Complete Associated Costs
* 1 Acquire a Labor Justice Certificate (Certidão da Justiça do Trabalho) from the Labor Justice Department

This document is not required by law. Technically, the buyer and seller can agree to trust that all these checks are done by the seller without the need to submit the actual documents to the public notary. Sometimes a statement is executed by the buyer, who declares that there are no labor claims against the company capable of reaching the real estate. In practice, however, for transactions between companies, the seller will request these documents.

The Labor Justice Certificate may have one or several sheets. It will depend on the quantity of suits against the company under analysis. The cost for a one page certificate is R$ 5.53 and for each additional page R$ 4.00. The request for issuance of certificate of negative labor debts in Sao Paulo could be done by the site of the court and payment is done through the Collection Guide Union – GRU.

Agency: Labor Justice Department 		3-5 days (simultaneous with procedures 2,3, 4 , 5 and 6) BRL 5,53 + BRL 4 for every additional page
* 2 Obtain a 20-year certificate (Certidão Vintenária) and an Up-to-date Certificate (Certidão Atualizada)

The two documents are:

(i) 20-year certificate (Certidão Vintenária): The Certidão Vintenária certifies the chain of title of the property in the past 20 years to check if the seller is really the owner of the property and it also has information about any encumbrances over the land.

(ii) Up-to-date Certificate (Certidão Atualizada)

Certificates (i) and (ii) might be requested on-line if you sign up on ARISP site (www.arisp.org.br). The paper certificate can be either obtained at the ARISP office or at the Real Estate Registry. Also, the certificate may be delivered to the requesting person (delivery fee is R$ 11.80). Time to obtain such paper certificates: it may take up to 5 days (notary said that usually they can deliver on the same day). Also, the person may opt for the digital certificate, which has the validity of the paper certificate but can only be visualized in the digital format. The digital certificate can also be requested at the site www.arisp.org.br. Both certificates are issued by the Real Estate Registry (in the paper or digital format, according to the request).

Agency: Real Estate Registry (cartório) 		1 day (simultaneous with procedure 1, 3, 4, 5 and 6) BRL 33.34 per certificate
* 3 Request a Land-Tax Certificate and a Cadastral Certificate (Certidão de Dados Cadastrais do Imovel)from City Hall

(i) The Cadastral Certificate (Certidão de Dados Cadastrais do Imovel) – may be obtained on the website of the City Hall – http://www.prefeitura.sp.gov.br/cidade/secretarias/financas/servicos/certidoes/index.php?p=2395.

(ii) The Land-Tax Certificate (Certidão Negativa de Imposto Municipal) may be obtained on the website of the City Hall (for São Paulo and Brasilia) at www.prefeitura.sp.gov.br/cidade/secretarias/financas/servicos/iptu/
This certificate will establish if there is any pending tax debt affecting the property.
The certificate is free if obtained online, or R$ 11.85 if obtained in person.
The buyer can waive this certificate if he assumes the obligation to pay all pending land tax debt related to the real state.


Agency: Municipality 		1 day (simultaneous with procedure 1, 2, 4, 5 and 6) BRL 33.34 for the Cadastral Certificate; no cost for the Land-Tax Certificate
* 4 Acquire a Clearance Certificate from Tax Agency and a Federal Tax Clearance Certificate

Both certificates are obtained online at www.receita.fazenda.gov.br.

(i) Clearance Certificate (Certidão Conjunta Negativa de Débitos relativos aos Tributos Federais e à Dívida Ativa da União emitida pelo Ministério da Fazenda – Procuradoria Geral da Fazenda Nacional – Secretaria da Receita Federal do Brasil) from the Tax Agency: this certificate includes the debts related to taxes administered by the Internal Revenue Service of Brazil (RFB) and the inscriptions on Union Debts with the General Attorney of National Treasury (PGFN). This certificate, which is issued in the name of the headquarters and applies to all its subsidiaries, refers only to the information of the taxpayer within the RFB and PGFN, and does not include social security contributions and the contributions due, by law, to third parties, including those debts enrolled in the National Social Security Institute (INSS), that are object of the second certificate.

(ii) The Federal Tax Clearance Certificate (Certidão Negativa de Débitos relativos às Contribuições Previdenciárias e às de Terceiros emitida pelo Ministério da Fazenda, Secretaria da Receita Federal do Brasil) refers exclusively to social security contributions and the contributions owed by law, to third parties, including those enrolled in Union Debts (Dívida Ativa da União - DAU) and does not include other taxes administered by RFB and the remaining debts in the DAU, administered by the General Attorney of National Treasury (PGFN) object PGFN Joint Certificate / RFB.
If one is a certified representative of the company with a passcode, one can obtain this certificate online at www.receita.fazenda.gov.br/previdencia/CND free of charge. The certificate was formely provided by the National Social Security Institute (INSS), but is now provided by the Internal Revenue Service, after both agencies were parcially unified according to Law N° 11.457/07.

Agency: Federal Tax agency (Ministério da Fazenda, Secretaria da Receita Federal do Brasil - RFB) 		1 day (simultaneous with procedure 1, 2, 3, 5 and 6) no cost
* 5 Acquire a Worker’s Fund Certificate (Certidão de Regularidade de Situação do FGTS) at the federal bank- Caixa Economica Federal

The Worker's Fund Certificate assures that the company has kept its pension fund plan up to date with payments. This certificate is obtained online at the site Caixa Economica (https://webp.caixa.gov.br/cidadao/Crf/FgeCfSCriteriosPesquisa.asp) free of charge. It is not required by law, but in practice it is usually requested by the buyer in transactions between companies.

Agency: Federal bank (Caixa Economica Federal) 		1 day (simultaneous with procedure 1, 2,3, 4 and 6) no cost
* 6 Acquire 10 Certificates of Registries and Disputes (Certidão dos Cartórios de Protestos) from the Distributor of Disputes Registry

The buyer can check the existence of debts on the website: www.protesto.com.br for free. Requesting a certificate of this information is not required by law, but in practice, it is common in transactions between companies that tend to be more conservative and are usually assisted by lawyers. The seller will usually request 5-year certificates. 10-year certificates are also available for higher fees. There are 10 Protest Notaries in São Paulo, and it is necessary to research them all. All the certificates can be requested on line on the same website: www.protesto.com.br.


Agency: Disputes Registry (Cartórios de protestos) 		2-5 days (simultaneous with procedure 1, 2,3, 4, 5 and 6) BRL 8.41 for each 5 year certificate (the total is BRL 84.10)
7 Acquire a Civil Distributor's Certificate (Certidão dos Distribuidores Cívies), a Fiscal Executive Certificate (Certidão de Executivos Fiscais) and a Bankruptcy Certificate (Certidão de Falencias e Concordatas) from the City Court Office

These three certificates guarantee that all civil, fiscal, and commercial legal settlements have been finalized and no pending sentences or legal proceedings are linked to the seller.

Agency: Distributor of the State Courts 		5-10 days BRL 14 (x 3 certificates) + BRL 4 for every additional sheet
8 Acquire a Federal Justice Certificate (Certidão da Justiça Federal) from the Receita Federal - (Certidão de Distribuição de Ações e Execuções Cíveis, Fiscais, Criminais e dos Juizados Especiais Federais Criminais Adjuntos junto ao Poder Judiciário – Justi

This certificate is obtained online at (http://www.jfsp.jus.br/certidoes-emissaoonline/). The certificate will show if there are any pending cases at civil, tax, criminal and special federal criminal courts. If the company has any pending claims, the certificate will have to be picked up in person by a representative at the Justiça Federal.

Agency: Justiça Federal 		1 day no cost
9 Notary obtains company information

The notary will check the website of the Company Registry (Junta Comercial) to make sure that the articles of association presented by the parties are the most recent ones. The notary will check that the legal representatives mentioned in the articles of association are the more recent ones.


Agency: Company Registry 		1 day no cost
10 Drafting of Public Deed of Purchase and Sale (Escritura Pública de Venda e Compra) by a Public Notary (Tabelião de Notas)

The notary will review all the documents obtained in the previous procedures and proceed to notarize the sale deed. The cost of notarization of the sale deed will depend on the number of pages notarized (each page costs R$2.25).



Agency: Public notary 		3 days BRL 3.215,29 (according to scale on www.anoregsp.org.br) + 2% of property value (ITB tax)
11 Pay transfer tax (ITB I) at the Municipal Bank

The buyer has to pay the transfer tax before the parties can sign the transfer deed. The majority of notaries prefer to receive the tax payment themselves and then take care of transferring it to the Municipality because they are responsible for checking that the tax payment is correct. Notaries also have to file to the tax authorities a declaration of all the transactions that they were part of, given that they are jointly liable. The notary provides the payment form to the buyer. and the parties pay at the notary. There is no need to go to a bank to make the payment.

Agency: Municipality 		1 day 2% of property value
12 Register the escritura (transfer deed) at the appropriate Real Estate Registry with jurisdiction over the property to finalize registration and name change

The registration of the deed in the Real State Registry is required for the transfer of ownership of the property. It can be arranged directly by the parties or by the notary if the notary offers this supplementary service. By law, the Real Estate Registry has 30 days to analyze the documents and register the transfer deed. Usually, the registry will come back with some issues that need to be fixed prior to registration.

Agency: Real Estate Registry 		15 days BRL 2209.01
13 Update the land taxation records (IPTU – Imposto Predial e Territorial Urbano) to the new owner's name at City Hall

Theoretically, the Real Estate Registry should inform the Municipality about the transfer of the real estate and the Municipality should automatically update its land taxation records. In practice, however, this automatic system does not really work. The Municipality updates the records a few times a year, sometimes even only once a year. Therefore, in practice, the parties need to go to the Municipality and request the update.

Agency: Municipality 		5 days No cost
* Takes place simultaneously with another procedure.
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