Account-and-order or predetermined resale: choosing an import model

The Choice Begins with the Actual Operation

Outsourcing an import operation involves more than simply hiring someone to file a customs declaration. Choosing between importation on account and by order (conta e ordem) and importation by order (encomenda) fundamentally depends on who makes the purchase, who provides the financial resources, and how the commercial relationship is documented before tax authorities. Comparing only the fee or service charge levied by the trading company can obscure tax, financial, and legal liability differences that are critical to the project's viability.

Many companies make the mistake of selecting an operating model based solely on theoretical spreadsheets or generic commercial advice. However, customs authorities examine the economic substance of the transaction, not just the contract's formal title. If documentation suggests one modality while bank records and commercial negotiations reflect another, the business assumes unnecessary tax and customs liabilities.

Before requesting proposals from the market, map out your entire supply chain flow: the foreign supplier, the conduct of commercial negotiations, the origin and routing of payments, the importer of record, the ultimate consignee, and domestic invoicing. The contract must faithfully reflect this design, avoiding improper attempts to retroactively correct an operation that was executed differently in practice.

When structuring this workflow, relying on established operational ecosystems makes good business sense. A network of partner trading companies, partner customs brokers, and integrated logistics operators makes it possible to technically evaluate the viability of each model before cargo is dispatched from the origin.

On Account and by Order: Purchaser's Funds

In an importation on account and by order, the importer of record acts strictly as a service provider to the actual purchaser. The purchaser acquires the goods abroad using its own financial resources and defines the product's commercial specifications. While the contracted importer processes customs clearance in its own name, this does not turn the transaction into an own-account purchase for subsequent resale.

The practical workflow for this modality typically follows well-defined steps:

1. The purchaser negotiates commercial terms, delivery schedules, pricing, and technical specifications directly with the foreign exporter.
2. A service agreement is entered into between the purchaser and the contracted trading company, linking both entities within the Federal Revenue Service’s foreign trade IT system.
3. The purchaser executes the foreign exchange (FX) contract to pay the foreign supplier, or transfers the corresponding funds in advance to allow the importer to carry out the remittance on its behalf.
4. Funds required for customs duties, port charges, and logistics expenses are provided in advance by the purchaser.
5. Upon customs clearance, the trading company issues a goods remittance tax invoice (nota fiscal de remessa) and a service invoice covering its fees.

Rigorously map out how funds will be made available for the supplier, taxes, and logistics expenses. The flow of funds through the importer’s bank account alone does not define the modality; what matters is identifying the economic origin of the resources and the actual role played by each party. Retain contracts, wire transfer receipts, formal invoicing instructions, and commercial documents that allow for a seamless audit trail reconstructing this financial and operational path.

The primary pitfall in on-account imports is a lack of financial consistency, such as purchasers lacking proven financial capacity or financial movements lacking matching foreign exchange contracts.

Importation by Order: Own-Account Purchase for Resale

In an importation by order, the importer acquires the goods abroad using its own funds and assumes the inherent commercial risks, subsequently reselling the products to the predetermined buyer (the ordering party). Its remuneration stems from the commercial profit of this future resale, rather than a mere fee for customs clearance services.

This model suits companies seeking to delegate both customs complexities and part of their immediate working capital requirements. However, it imposes strict financial demands on the trading company:

1. The trading company negotiates and contracts the international purchase, committing its own balance sheet and credit lines to pay the exporter.
2. The trading company settles the foreign exchange contracts using its own funds, bearing any currency fluctuation risks between purchase and customs clearance.
3. The importer directly covers the upfront payment of import duties, as well as port storage and transport expenses upon arrival.
4. Following customs clearance at the port or airport, the goods are formally resold to the ordering party via a commercial sales tax invoice.

This calls for careful evaluation of the working capital involved, currency exposure, resale terms, and inventory risk. Advances and scheduled payments between the parties must be closely scrutinized under current regulations; simply labeling a financial contribution from the ordering party as a "deposit" or "collateral" is insufficient to prove that the importer used its own funds. A structure economically financed by the buyer warrants specialized technical review before being presented as an import by order, avoiding allegations of sham transactions (simulação fiscal).

Contracts, Licensing, and Traceability

Clearly define contractual liabilities regarding tariff classification, document auditing, obtaining import licenses, damage management, demurrage costs, storage, and potential tax assessments resulting from inspections. Establish objective rules for the pre-approval of incidental expenses, and set procedures for lot rejections or commercial price adjustments. Furthermore, verify federal and state tax implications directly with your accounting and tax teams.

Outsourcing the operation does not waive the requirement for Siscomex accreditation, commonly referred to as RADAR qualification. Both the purchaser and the ordering party must maintain active RADAR status with an operational limit suited to the shipment values. Verify the registration status of each party involved, check whether any specific exemptions apply, and ensure the mandatory electronic linkage between the trading company and your business is completed within customs systems prior to import.

At this stage, relying on experienced technical partners makes a substantial difference in day-to-day operations. Collaborating with a network of over 10 partner trading companies and partner customs brokers with more than 25 years of customs experience ensures that documentary reviews and tax classifications are executed with precision. Likewise, having access to partner warehousing facilities in Santos and multimodal partner distribution alternatives provides logistical predictability once cargo clears customs, mitigating unnecessary demurrage and port storage fees.

The import agreement, corporate records, customs declarations, and tax invoices must present a completely coherent narrative from start to finish. Inconsistencies across documentation can trigger customs holds and severe audits, even if the physical goods and declared customs values are entirely accurate.

Frequently Asked Questions

Which company must close the foreign exchange contract under each model? In an import on account and by order, the foreign exchange (FX) contract to pay the foreign exporter may be closed directly by the actual purchaser or by the service-providing importer, provided the latter uses funds transferred in advance by the purchaser and properly accounted for. In an import by order, the FX contract must strictly be executed by the importer using its own financial resources, as the transaction constitutes an acquisition on its own account in the international market.

Does the buying company need RADAR/Siscomex accreditation in both cases? Yes. Both the purchaser in an import on account and by order and the predetermined ordering party in an import by order must hold an active Siscomex (RADAR) registration in their own name. Furthermore, prior to filing the import declaration, the contracted trading company must be expressly linked to the purchaser or ordering party within the Brazilian Federal Revenue Service's systems.

Is advancing funds permitted in an import by order? Regulations allow for customary commercial guarantees standard in mercantile transactions, but strictly prohibit the ordering party from fully financing the international purchase under the guise of an advance. If the funds to pay the supplier and duties originate from the ordering party, customs authorities may recharacterize the operation, deeming it an irregular on-account import or a fraudulent interposition of third parties.

How does tax invoicing work after customs clearance? Under the on-account and by-order modality, the trading company issues a remittance tax invoice (nota fiscal de remessa) to accompany physical transport to the purchaser, alongside a service invoice covering its brokerage or clearance management fee. Under the by-order modality, the trading company books the imported goods into its own inventory and subsequently issues a standard commercial sales invoice (nota fiscal de venda) to the predetermined ordering party, formally transferring legal ownership of the goods.