Brazil Counsel Guide:
Selling Real Estate

It’s time to sell your property in Brazil. While it’s a similar process to the one you went through when you bought the property, selling comes with its own set of considerations and risks. Most importantly, you’ll need to make sure you get paid. You may also be responsible for capital gains tax on the sale.

This Brazil Counsel Guide to Selling Real Estate offers a step-by-step roadmap to help Americans transfer ownership of Brazilian property. From attracting local and international buyers to answering common questions about due diligence, required documents, the sale process, and associated costs, this guide is your go-to resource for a smooth and secure real estate transaction.

Finding a Buyer

It’s your job to make sure your property stands out. Buyers in Brazil use a variety of tools to search for real estate, and not all follow the same path. Some will take the same steps you once did when purchasing: browsing listings, comparing prices, and working with a realtor. Others may rely solely on word of mouth. No matter how they search, your goal is to reach them all.

Start by listing your property on major online platforms like ImovelWeb, ZAP Imóveis, and Viva Real. These sites function much like Zillow or Realtor.com, allowing users to filter by price, location, amenities, and more. Use them not only to advertise your property but also to see how it compares to similar listings.

For broader reach and pricing strategy, consider hiring a licensed realtor (corretor de imóveis) registered with the Conselho Regional de Corretores de Imóveis (CRECI). A realtor can market your property, help set a competitive asking price, and even stage the home to increase appeal. Just be sure to verify their CRECI registration. Both São Paulo and Rio de Janeiro offer lookup tools that make this easy.

Due Diligence to Mitigate Your Risk

As the seller, your due diligence responsibilities are generally lighter than those of the buyer. You typically don’t need to obtain a transfer history certificate (matrícula), the public deed (escritura), or other property documents to prove there are no debts, liens, or other encumbrances. The same goes for items like the municipal property tax certificate.

Still, protecting your interests means doing some homework, especially when it comes to knowing the buyer. Before signing any sale agreement or deed of transfer, take steps to confirm the buyer is who they say they are. Make sure they’re reputable and financially able to fulfill their obligations, particularly when it comes to payment.

Start by requesting tax clearance certificates. Federal, state, and municipal tax authorities in Brazil can issue certificates showing whether an individual or legal entity has any outstanding tax debts. These certificates are usually available online and free of charge. Below is an example of a “clean” tax certificate from the Brazilian Revenue Service (Receita Federal) with no tax debts listed.

You may also want to obtain certificates from federal and state courts. These can show you if the buyer is involved in any ongoing civil, criminal, or labor lawsuits, or if there are any judgments against them. Issues like these can raise red flags and potentially delay or even derail the transaction.

Creditor claims, found through searches of notary protest records, are also worth reviewing. They can reveal unpaid debts that may affect the buyer’s ability to complete the purchase.

Most of the due diligence in a Brazilian real estate transaction falls on the buyer. But that doesn’t mean that sellers should ignore potential risks. Taking a few extra steps to confirm your buyer’s financial and legal standing can save time, reduce uncertainty, and protect your investment. If you need help, consider hiring a local law firm or service company. Brazil Counsel also offers a Real Estate Due Diligence Package that reviews the key documents involved in a real estate transaction and explains what they reveal about the buyer and the property.

What to Expect in the Sale Process

• The Promise to Buy and Sell: A Private Contract

In Brazil, it’s common for a real estate transaction to begin with a Promise to Buy and Sell (Promessa de Compra e Venda). This is a private agreement that spells out who the parties are, which property is being sold, and the essential terms, including how and when payment will be made.

Although not required, a Promise to Buy and Sell can be useful. It puts the terms of the deal in writing before the public deed is prepared and signed. This is especially helpful if the buyer is paying from abroad or the property is still under construction. In these situations, the contract provides clarity on payment and possession, and helps address challenges related to the limited availability of escrow services for real estate transactions in Brazil.

It’s also commonly used in transactions that are not structured as sign-and-close. When the transfer of ownership will happen at a later date, you might consider requiring a deposit to hold the property. In this case, the Promise to Buy and Sell locks in the deal and takes the property off the market while you and the buyer both prepare for the closing.

While legally binding, the Promise to Buy and Sell doesn’t transfer ownership. Rather, it gives the buyer a contractual right to the property (and the ability to file a lawsuit if the property is never transferred). Title only passes once the public deed is signed and the transfer is registered with the local notary office.

• The Public Deed

The first step in transferring real property in Brazil is signing a public deed (escritura) at a notary office (Tabelionato de Notas). The notary is typically responsible for drafting the deed, and most offices use their own templates. However, it’s common for a lawyer to prepare a draft with the agreed terms, which can then be sent to the notary as a reference. In most cases, the notary will adapt the draft to fit their format before finalizing the document for signature.

Both you and the buyer must be available to sign the deed. In the past, both buyer and seller had to appear in front of the notary to sign. But being physically present is less of a concern today. Many notary offices now offer remote signing services, so it’s worth checking with the office handling your deed to see what options they offer. If all else fails, you can always grant a public power of attorney to a trusted representative to sign on your behalf or consider using the e-notariado system.

• Registration of the Transfer

Once the deed is signed, the buyer must register it with the local real estate notary office (Cartório de Registro de Imóveis). This registration updates the property’s transfer history certificate (matrícula) and legally transfers ownership.

As the seller, you won’t be responsible for completing the registration, but you could find yourself in a real mess if the buyer doesn’t do it. Until the deed is registered, the property will continue to be in your name in the public records. As a result, you’ll likely get stuck with the tax bills, condominium fees, and other obligations. Therefore, it’s best to confirm that the buyer has completed the registration promptly after the closing.

• Documents

Notary offices in Brazil require a handful of documents from foreign individuals and companies selling property. These range from identification and marital status documents to tax payment certificates. While the list below covers the most commonly requested items, specific requirements can vary by notary office and location. Always check with the notary office handling your transaction to confirm you have everything needed.

Keep in mind that foreign documents must be validated before they can be accepted in Brazil. This process typically includes notarization, apostille certification, translation into Portuguese by a sworn translator in Brazil, and registration with a notary office (Cartório de Registro de Títulos e Documentos).

➢ Passport: Required if you don’t have a Brazilian ID.

➢ CPF or CNPJ: This is the national taxpayer ID number. For individuals, it’s called a CPF. For legal entities, it’s called a CNPJ. HERE is a step-by-step guide for foreigners to get a CPF from a Brazilian Consulate in the United States. There isn’t an online option for companies to get a CNPJ.

➢ Marital Status Documents: This could be your birth certificate (if you’re single) or your marriage certificate (if you’re married). If you were married outside Brazil, you may need  to Register Your Marriage in Brazil. If you were ever divorced, you’ll need to provide your divorce certificate, divorce decree, or marriage certificate updated with an annotation referencing the divorce.

➢ Corporate Documents: This typically includes the company’s Articles of Incorporation or bylaws. In some cases, additional documents, such as board resolutions or powers of attorney, may be required. The notary will review these to confirm who has legal authority to sign on behalf of the company.

➢ Power of Attorney: If someone else will sign the deed on your behalf, you’ll need to grant a power of attorney. To be accepted by notary offices in Brazil, the document must be prepared as a public instrument. Be aware that the Brazilian consulates in the United States generally don’t issue public powers of attorney to non-citizens or non-residents.

➢ ITBI Payment Confirmation: This is the municipal property transfer tax. It’s most often paid by the buyer. Notaries will require a receipt showing it’s been paid before they finalize and register the public deed.

➢ Laudêmio Payment Confirmation: This is the transfer fee that applies to foreiro properties. These are properties in which the local, state, or federal government retains partial ownership. The fee must be paid to the appropriate government authority, and notaries will generally require proof of payment before the deed is signed.

• Costs

Most of the costs associated with buying and selling real estate in Brazil fall on the buyer. However, these payments can be negotiated, and there are some specific expenses that sellers are responsible for paying.

➢ Notary Fees

The buyer typically pays any fees charged by the notary for preparing the public deed (escritura) and issuing the updated transfer history certificate (matrícula).

➢ Realtor Fees

Realtor and broker commissions are generally paid by the seller and calculated as a percentage of the sale price of the property. The rate varies from state to state. In São Paulo and Rio de Janeiro, for example, the standard rate for urban properties is 6% to 8%, with 6% being most common. If you hire a realtor to list your property, payment will be due as agreed in your listing contract. When a buyer has their own realtor, the total commission is usually split between the listing agent and the buyer’s agent.

➢ Capital Gains Tax

If you sell the property for a profit, you’ll owe capital gains tax to the federal government. The tax applies to the gain on the sale - that is, the difference between your purchase price (plus allowable deductions) and the final sale price. The rate starts at 15% for gains up to BRL$5,000,000 and increases incrementally, reaching 22.5% for gains over BRL$30,000,000. However, if the seller is a company based in a jurisdiction classified as a tax haven under Brazilian law, the capital gains tax rate is fixed at 25%.

Deductions may apply for documented improvements made to the property, so it’s important to keep receipts and records of any work performed.

If you’re not a resident of Brazil, the capital gains tax is due and must be paid on the date of the sale. In this case, the buyer is responsible for withholding and paying the tax unless the buyer is also a non-resident. In that case, the buyer must appoint a resident attorney-in-fact to handle the tax payment.

➢ Transfer Fee (laudêmio)

If you’re selling a foreiro property (i.e., typically found near the coastline, where a portion of ownership is held by the federal, state, or municipal government), it’s your responsibility to ensure the laudêmio fee is paid to the appropriate authority. This fee must be paid, and government authorization obtained, before the property can be transferred.

• Payment

For the seller, getting paid is arguably the most important part of the sale. Once the public deed is signed and registered, the property legally belongs to the buyer. So, unless you’ve been paid in full and the funds have cleared, avoid signing the deed, handing over the keys, or giving the buyer possession of the property.

Payment can be made in several ways, including domestic or international wire transfer, bank check, bank deposit, or PIX (Brazil’s instant payment system). Whatever method you choose, know how long it will take for the funds to clear, what fees will apply, and whether payment will be in Brazilian reais or another currency. If you’ll receive US dollars, remember that currency conversion in Brazil must go through a licensed bank or exchange broker, and deductions will be made for bank fees and IOF (Imposto sobre Operações Financeiras, a financial transactions tax of 3.5% in this case).

The key to protecting yourself is to agree on the payment method and timing in advance. Document it clearly, and make sure the money is in your bank account before you transfer the property.

Moving On

Selling real estate in Brazil follows many of the same steps as buying. Thankfully, you’ve been through that process before. And in some ways, selling can be easier. There’s less due diligence and fewer documentary requirements for sellers.

Nevertheless, this guide is here to help you navigate each stage of the process. By now, you should have the knowledge and resources to move forward and complete your sale with confidence. And if you need support along the way, experienced advisors can help you cross the finish line.

Written by Greg Barnett and Erick Souza
Updated as of 7 August 2025