The Protocol resulting from the 1997 Conference of Parties in Kyoto finally set emission caps for several developed countries and introduced the possibility of market creation mechanisms on carbon emission trading. The Clean Development Mechanism (CDM) was then created for emission trading between countries with caps and those with no caps. The CDM market will pursue the opportunities for lowest costs on carbon reductions available in each country with no emission target, as is the case of Brazil. The positive differentials of Brazil will only be realized if there is, mainly in national terms, a favorable atmosphere to the development of new business and the proper importance to the environmental commitments of reduction of the greenhouse effect. The excess of bureaucracy and governmental controls added to the lack of a policy and of a clear institutional guidance of support to the consistent initiatives of CDM projects. They are decisive obstacles for the achievement of the potentialities and for a good position of Brazil in the trade of CERs. Making use of the teachings of Nobel Prize Ronald Coase, this paper has as a goal to show the necessary institutional conditions for Brail to make use of the development from this market.