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When importing into Brazil on behalf of someone under "conta e ordem", a hired importer clears the goods in its own name, but the acquirer, the real importer, pays for them. Under "encomenda" (import to order), the importer buys with its own funds and resells to a predetermined buyer. Both follow Normative Instruction RFB 1,861/2018.
Outsourcing imports is legal and common in Brazil. The risk is in the details: who pays the supplier, whose name is on the invoice, and whether the link was registered in Siscomex (Brazil's foreign trade system) before clearance. Get one of these wrong and a regular operation can look like concealment, with the goods held.
An import "por conta e ordem de terceiro" (on behalf and to the order of a third party) is a service. The contracted importer clears, in its own name, goods bought abroad by another company or individual (the acquirer), under a prior contract. The contract can also cover price quotes, brokering, freight and insurance (Normative Instruction RFB 1,861/2018, article 2).
For the Receita Federal (Brazil's customs and tax authority), the one actually bringing the goods in is the acquirer. Even if the importer pays the foreign supplier, it does so with the acquirer's money, as an advance or a settlement. The importer is the agent; the acquirer is the principal.
That has a consequence that tends to surface only during an audit: the acquirer is jointly liable for import taxes, even though the importer is the taxpayer of record. Source: Receita Federal, Import Clearance Manual, based on the National Tax Code (article 124) and Law 10,637/2002 (article 27).
It is a purchase and resale. The importer is hired to import, in its own name and with its own funds, goods it buys abroad itself in order to resell them to a predetermined customer, the "encomendante" (Normative Instruction RFB 1,861/2018, article 3; Law 11,281/2006, article 11).
Here the money for the foreign purchase belongs to the importer. So, for the importer, the operation has the same tax effects as an import on its own account, and it must have the financial capacity to pay the foreign exchange. The encomendante, in turn, must be able to afford buying the goods on the domestic market.
If the encomendante advances the purchase money, the operation stops being "encomenda" and becomes "conta e ordem". The Receita is explicit: import to order requires the contracted importer's own funds. This is the most expensive classification mistake.
The core difference is whose money pays the supplier and, from there, who owns the goods at each stage. The table compares both models according to the Receita Federal manual:
Point | Conta e ordem | Encomenda |
Nature | Service | Purchase for resale |
Funds for the foreign purchase | Acquirer's | Importer's |
Who registers the declaration | The importer, in its own name | The importer, in its own name |
Commercial invoice made out to | Acquirer | Importer |
Importer's invoice to the customer | Goods dispatch note plus service invoice | Sales invoice |
Importer's revenue for PIS and Cofins | Service fee only | Sale value |
PIS/Cofins import credits | Used by the acquirer | Follow own-account import rules |
If requirements are not met | Acquirer remains the real buyer | Treated as conta e ordem |
An example: your company wants 2,000 lamps from an Asian supplier and has no foreign trade team. If you fund the supplier payment (directly or through the importer), it is conta e ordem, and the invoice is made out to you. If the importer buys, pays and then sells to you with a margin, it is encomenda.
The link ("vinculação") is the system record showing that this importer acts for you. Without it, the import declaration should not be registered.
The requirements, according to the Receita Federal:
Because the system uses the root of the CNPJ, the link covers head office and branches. Another point that matters: Radar limits apply to the acquirer, not only to the importer. A company with limited Radar does not gain extra headroom by outsourcing.
The categories and limits are explained in the guide to Radar Siscomex in Brazil, and the system path from registration to declaration is in Siscomex for imports.
Federal import taxes are paid when the declaration is registered under both models. What changes is what happens after the goods are nationalised.
Under conta e ordem, the importer's gross revenue for PIS and Cofins (federal contributions on revenue) is only the service fee. The acquirer is treated as an industrial establishment for IPI (federal excise tax) and can use the PIS/Cofins import credits and IPI credit shown on the importer's dispatch invoice (Decree 7,212/2010, article 9; Law 10,865/2004, article 18).
Under encomenda, the importer treats the operation as its own import and resells with a sales invoice, charging ICMS (state VAT) on the way out. If the requirements are not met, Law 11,281/2006 (article 11, paragraph 2) treats the operation as conta e ordem, making the encomendante jointly liable for import duty and an industrial establishment for IPI. Source: Receita Federal, Import Clearance Manual.
ICMS has its own state rules for both models. How the taxes stack up on an import is covered in the guide to importing into Brazil.
The main risk has a name: fraudulent interposition. Brazilian law presumes fraud in third-party interposition when the origin, availability and transfer of the funds used in the import cannot be proven. The outcome is forfeiture of the goods and suspension of the importer's CNPJ (Decree-Law 1,455/1976, article 23, paragraph 2; Law 9,430/1996, article 81, paragraph 1).
When there are signs of this type of offence, the goods can be held for up to 60 days, extendable for another 60, under the special procedure against customs fraud (Normative Instruction RFB 1,986/2020). Source: Receita Federal, Import Clearance Manual.
To sleep at night, check before every operation:
Companies related to the foreign exporter need one extra precaution: transfer pricing and related-party valuation rules apply to the acquirer and the encomendante as if they were importing directly.
Importing on behalf of a third party or to order makes sense when the flow is recurring, involves real cargo volume and your company does not want to build a foreign trade team. Conta e ordem keeps your direct relationship with the supplier; encomenda takes foreign exchange off your books, at the cost of the importer's margin. Those who provide the service are usually a trading company.
For samples, spare parts and small urgent lots, the sums change. Conta e ordem adds a contract and a system link to a parcel of a few kilos. It can be simpler for the company to import on its own account by express courier, with clearance handled by the carrier.
Yes. An individual can hire a company holding Radar to import on their behalf or to order, and is exempt from the link in the Cadastro de Intervenientes. Until the declaration has a dedicated field for the CPF (individual tax ID), the individual is identified in the additional information field.
Formally, the contracted company, which registers the declaration in its name and pays the taxes. In substance, the acquirer, because the purchase is made with its money. That is why the Receita treats the acquirer as jointly liable.
Yes. A prior contract is a condition of both models and must be uploaded to a dossier on the Portal Único before the import declaration is registered, together with any later amendments.
No. "Remessa por conta e ordem de terceiros" is a domestic ICMS operation, typical of a three-party sale, in which the seller delivers goods directly to a third party named by the buyer. It has nothing to do with customs clearance.
It depends on your cash flow and the margin charged. Under conta e ordem you pay a service fee and fund the purchase; under encomenda the importer funds it and builds that into the resale price. Compare the total cost of each proposal, including taxes and payment terms.
Outsourcing solves a lack of structure, but every extra link is one more contract, one more registration and one more point of risk. For express shipments, your company can import in its own name with clearance handled by the carrier. Open a DHL Express business account and get a direct route for samples, parts and urgent lots coming from abroad.
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