The normative instruction n º 1863, published on December 27, 2018, extended for more 180 (180) days the deadline for declaring to the Federal Revenue of Brazil (RFB) the data referring to the beneficiaries of a CNPJ, – obligation that arose with the IN N º 1634 of 2016 and that this new deferral the deadline for delivery passed on to June 26, 2019.
Among other changes, the change in time gives breath to companies that failed to meet the initial deadline established by IN N º 1634/2016, which was until December 31, 2018.
What are the taxpayers obliged to send the statement?
Syntactic, they are obliged to make the declaration all legal entities present in Brazilian soil or abroad (these, before starting their activities). This means that any establishment, whether it is a parent or subsidiary, must have its beneficiaries declared.
It is important to mention that some companies established abroad and that have rights over real estate, vehicles, aircraft, vessels, financial applications, current accounts in Brazil should also declare the data on the beneficiaries.
The obligation also applies if these companies carry out leasing, renting equipment or importing goods without exchange coverage (the latter, with the aim of integrating capital of Brazilian companies). In addition, public bodies of any of the Union’s powers, condominiums, diplomatic representations, clubs among other business/sector categories should also carry out the declaration.
What should this declaration of final beneficiaries be composed of?
We must understand the principles of final beneficiaries well. Therefore, first, it is important to know that the company representative must be the physical person who has the legal qualifications to represent a CNPJ. In the case of companies domiciled abroad, the representative of the institution must be a legally established attorney or representative in Brazil.
But can every legal representative be considered a final beneficiary?
Not necessarily. See, we consider as the final beneficiary the physical person who directly or indirectly has a sizable influence on the company. This does not mean that only the majority partner should be seen as the final beneficiary. Those who have 25% or more of the company’s capital and who, directly or indirectly, exercise the deliberation of electing human capital for management of the company are also considered final beneficiaries, even if they do not control the company.
The administrators who have registered in the CNPJ but do not exercise a control relationship with the institution will be mischaracterized as final beneficiaries, being presented only as figures present in the corporate and Administrators framework (QSA).
What can your legal representative find ahead at the time of generating the statement?
The formalization process occurs digitally through the Redesim national Collector application. Through this system, it is possible to complete and send electronic documents such as:
- Legal person cadastral file (FCPJ)
- Corporate and Administrators Framework (QSA)
- Final beneficiaries Form
- Convention Specific Factsheet
All documentation must be sent by the national collector of Redesim and, with no incongruences of the electronic documents transmitted, will occur the release of a transmission protocol,-This Protocol shall be available for download and printing on the website Of the IRS for 90 days – which guarantees the submission of the information.
The following information shall be required from each beneficiary:
- Full Name
- Date of birth
- Country where the final beneficiary resides
- CPF (for beneficiaries of nationality or Brazilian residence)
Documents such as contracts and minutes, which prove the corporate framework and the participation of capital within the entity can also be requested.
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Penalties: Failure to comply with this obligation may harm your business.
All entities that do not fill out and declare the relevant information to the final beneficiaries within the new deadline are subject to the suspension of their CNPJ. They will also be unable to perform banking operations, including current account movements.
PS.: Here is an interesting observation. The impediment of bank transactions does not apply to return investment operations to the country of origin and to obligations assumed prior to the suspension of the CNPJ.
We have seen a summary of the demands generated to make the declaration of final beneficiaries of foreign and national societies. Among the extension of the deadline and the other changes in the requirements established by the IRS, the level of peculiarities of this obligation is remarkable.
In this way, it is strongly recommended that your company rely on a law firm to advise you legally. And remember: not meeting these specifications can imply in deeply negative and delicate scenarios, since the suspension of the CNPJ and the blocking of banking transactions basically compromise the operation of any entity.