Brazil's regulatory authorities have tightened the rules governing foreign ownership of real property. The changes took effect in early 2025 and alter obligations at every stage of the acquisition cycle – from initial due diligence through to registration at the Cartório de Registro de Imóveis (Brazilian land register). Foreign investors who have not yet reviewed their existing holdings or pending transactions face the risk of title defects, blocked transfers, and administrative penalties that can freeze assets for months.
Brazil's updated real estate legislation now requires all foreign individuals and foreign-controlled legal entities to complete an enhanced disclosure and approval process before a property transfer can be recorded in the land register. The key compliance deadline for existing holdings falls within 180 days of the effective date in early 2025. Non-compliance can result in the suspension of conveyancing procedures and the imposition of fines under Brazilian civil and administrative legislation.
This alert explains what changed, which categories of foreign owner are affected, and the immediate steps that international companies and individuals should take now.
What changed and when it took effect
Brazil's updated real estate legislation introduces three principal changes relevant to foreign property owners.
Stricter disclosure at the notarial deed stage. Every escritura pública de compra e venda (notarial deed of sale) involving a foreign buyer or a Brazilian company with foreign majority ownership must now include a declaration of the ultimate beneficial owner. The notary – the tabelião – is required to verify this information against federal registry records before executing the deed. Transactions completed without the declaration are void for registration purposes.
Under Brazilian real estate legislation, a property transfer is only legally perfected once the notarial deed is registered at the competent Cartório de Registro de Imóveis. The new rules extend that requirement: the land register office must now also verify that the Central Bank of Brazil has been notified of the foreign capital entry before completing the registration. This step was previously recommended practice; it is now mandatory.
Expanded rural land restrictions. Brazil's agricultural and rural land legislation has long restricted foreign ownership of rural properties above defined thresholds. The 2025 amendments lower the threshold at which regulatory approval is required and extend the approval requirement to urban fringe land that is classified as having agricultural potential. Foreign owners of properties near these boundaries should treat their title deed as potentially affected until a formal reclassification check is completed.
Anti-money-laundering integration. Brazil's financial intelligence legislation now connects real estate conveyancing directly to the national anti-money-laundering reporting system. Notaries, land register officers, and real estate agents must file reports for any transaction above a defined value threshold involving a foreign party. This obligation applies retroactively to transactions completed in the twelve months before the effective date where the deed was registered after that date.
For the full picture of how these changes interact with foreign investment taxation, see our analysis of tax law in Brazil, which covers capital gains, ITBI (property transfer tax), and withholding obligations for non-resident sellers.
Who is affected and the compliance deadline
The new rules apply to a broad range of foreign property owners and investors. You are affected if you fall into any of the following categories.
- Foreign individuals holding residential, commercial, or rural property in Brazil directly in their own name.
- Brazilian sociedades limitadas or sociedades anônimas (limited liability companies or corporations) in which foreign shareholders hold a majority or controlling interest.
- Foreign funds or trusts that own Brazilian real property through a Brazilian holding vehicle.
- Parties to pending transactions – whether as buyer or seller – where the notarial deed has not yet been executed or where registration at the land register is still outstanding.
The compliance deadline for the disclosure and beneficial ownership filing obligation is 180 days from the effective date of the legislation in early 2025. For most affected parties, this means the deadline falls in mid-2025. Parties who miss this window face suspension of any pending conveyancing, and existing title deeds may be flagged as irregular in the land register.
Engaging a lawyer in Brazil with experience in cross-border property transactions is advisable at this stage. The disclosure forms and Central Bank notification procedures involve multiple federal agencies and are not straightforward for foreign parties unfamiliar with Brazilian administrative practice. A law firm in Brazil with dedicated real estate capability can coordinate all filings within a single matter.
To receive an expert assessment of your Brazilian real estate holdings and compliance exposure, contact us at info@ferrazwhitmore.com.
Immediate actions for foreign property owners
International companies and individuals with Brazilian real property interests should take the following steps without delay.
1. Audit your title deeds and land register entries. Obtain certified extracts from the relevant Cartório de Registro de Imóveis for each property. Confirm that existing registrations reflect the current ownership structure. Any discrepancy between the registered owner and the actual beneficial owner creates an immediate compliance risk under the new rules.
2. Identify whether rural or urban fringe properties are affected. If your portfolio includes land outside major urban centres, commission a formal classification review. Properties that have been reclassified as having agricultural potential may now require regulatory approval that was not needed at the time of acquisition. Acting before the deadline avoids the need for a corrective regularisation process, which is significantly more costly.
3. File or update the Central Bank notification. All foreign capital invested in Brazilian real estate must be registered with the Central Bank. If your investment pre-dates the new rules and the notification was never filed – or was filed under an outdated structure – it must be updated. Failure to maintain an accurate Central Bank record blocks the repatriation of sale proceeds and can trigger scrutiny under anti-money-laundering legislation.
4. Review pending transactions and renegotiate timelines if necessary. If you are mid-transaction – whether as buyer or seller – assess whether the notarial deed and land register steps can be completed before the compliance deadline. If not, build the new disclosure requirements into the transaction documents now. Sellers who transfer without complying remain jointly liable for any registration irregularity under Brazilian civil legislation.
5. Assess your corporate structure for beneficial ownership transparency. Where Brazilian property is held through a chain of companies, map the ownership structure down to the ultimate individual beneficiary. Brazilian real estate legislation, read together with federal anti-money-laundering rules, treats opaque structures as presumptively non-compliant. Restructuring before the deadline is far less disruptive than doing so under regulatory pressure afterward.
Our detailed guidance on the full property acquisition and transfer process is available in our overview of real estate law in Brazil, covering due diligence, notarial deed requirements, and land register procedure for foreign buyers.
For comparative context on how similar regulatory tightening has affected foreign investors in North America, see our alert on real estate regulation changes in the United States.
About Ferraz & Whitmore
Ferraz & Whitmore is an international law firm based in Lisbon, advising business clients across 46 jurisdictions. Our real estate practice supports foreign individuals, institutional investors, and corporate groups with property acquisition, conveyancing, title deed verification, land register registrations, and regulatory compliance in Brazil and across Latin America. We combine Portuguese civil law tradition with English common law expertise to provide seamless cross-border real estate counsel – whether the matter involves a single residential property or a multi-asset portfolio restructuring. Our attorneys have advised on property transfer and due diligence matters across both civil law and common law systems. Additionally. Our Americas practice works directly with local Brazilian counsel to manage notarial deed and land register procedures on behalf of international clients. To discuss your situation and understand how the 2025 regulatory changes affect your holdings, contact us at info@ferrazwhitmore.com.
Disclaimer: This publication is provided for informational purposes only and does not constitute legal advice. The information herein should not be relied upon as a substitute for professional legal counsel tailored to your specific circumstances. Ferraz & Whitmore assumes no liability for actions taken or not taken based on the contents of this material. For advice regarding your particular situation, please contact info@ferrazwhitmore.com.