21. Financial Institutions

I. INTRODUCTION

1.1. The Federal Constitution¹ provides that the National Financial System (“SFN”) must promote the balanced development of Brazil and serve the interests of the community in all of its component parts, and that it shall be regulated by supplementary laws.²

1.2. Although supplementary bills aimed at regulating the various matters related to the SFN are pending before the National Congress, and although certain specific matters in this field have already been addressed by supplementary laws of their own – such as the secrecy of financial transactions (Supplementary Law No. 105 of January 10, 2001), the National Cooperative Credit System (Supplementary Law No. 130 of April 17, 2009) and the autonomy of the Central Bank of Brazil (Supplementary Law No. 179 of February 24, 2021, referred to in 2.2.3 below) –, no specific supplementary law regulating the SFN in its entirety has been enacted since the promulgation of the Federal Constitution in 1988.

1.3. The main laws currently in force³ governing the SFN with respect to the control of currency, credit, capital and foreign exchange are the following:

Law No. 4,595 of December 31, 1964 (“Law No. 4,595/64”), which governs monetary, banking, foreign exchange and credit policies and institutions in Brazil;
Law No. 6,385 of December 7, 1976 (“Law No. 6,385/76”), which governs the securities market, specifying the assets deemed to be securities and the activities to be regulated, as well as the rules for the supervision and sanctioning of market participants, and which created the Brazilian Securities and Exchange Commission; and
Law No. 4,131 of September 3, 1962, which originally set out the rules applicable to foreign investment in Brazil and to remittances of funds abroad, as amended and supplemented by Law No. 14,286 of December 29, 2021, the so-called “New Foreign Exchange Framework”⁴, which established new rules applicable to (a) the foreign exchange market; (b) Brazilian capital held abroad by Brazilian tax residents; (c) foreign capital held in Brazil by persons who are not Brazilian tax residents; and (d) the provision to the Central Bank of Brazil of information related to the above items for the purpose of compiling official macroeconomic statistics.

1.4. The SFN is composed of the following institutions:

financial institutions governed by Law No. 4,595/64: (a) the National Monetary Council, a regulatory body; (b) the Central Bank of Brazil, a supervisory body; and (c) the operating institutions Banco do Brasil S.A., the National Bank for Economic and Social Development – BNDES, and the other public and private financial institutions;
the capital markets supervisory authority, governed by Law No. 6,385/76: the Brazilian Securities and Exchange Commission;
institutions related to private insurance, governed by Decree-Law No. 73 of November 21, 1966: (a) the National Private Insurance Council (Conselho Nacional de Seguros Privados – CNSP), a regulatory body; (b) the Private Insurance Superintendence (Superintendência de Seguros Privados – SUSEP), a supervisory body; and (c) the system’s operators: insurance and reinsurance companies, open private pension entities and capitalization companies; and
institutions related to closed private pension entities, governed by Decree No. 7,123 of March 3, 2010: (a) the National Council for Complementary Pensions (Conselho Nacional de Previdência Complementar – CNPC), a regulatory body; (b) the National Superintendence for Complementary Pensions (Superintendência Nacional de Previdência Complementar – Previc), a supervisory body; and (c) the system’s operators: closed private pension entities (pension funds).

¹ Federal Constitution of the Federative Republic of Brazil of 1988.

² Article 192 of the Brazilian Federal Constitution.

³ The legislation and regulations mentioned throughout this chapter take into account all amendments made to them up to August 25, 2026.

⁴ Law No. 14,286/21 came into force on December 31, 2022 and is regulated, as regards the foreign exchange market, by CMN Resolution No. 5,042 of November 25, 2022 and by BCB Resolution No. 277 of December 31, 2022, as amended.

II. REGULATORY AND SUPERVISORY BODIES – CMN, BCB AND CVM⁵

2.1. National Monetary Council

2.1.1. In order to coordinate the Federal Government’s macroeconomic policy, Law No. 4,595/64 created the National Monetary Council (“CMN”)⁶, the regulatory body responsible for formulating monetary, foreign exchange and credit policy and for setting inflation targets, foreign exchange guidelines and the main rules governing the operation of financial institutions. The CMN issues rules that must be followed by all participants in the SFN and by the Central Bank of Brazil (“BCB”).

2.1.2. The CMN is chaired by the Minister of Finance and also comprises the Governor of the BCB and the Minister of Planning and Budget. The members of the CMN meet ordinarily once a month and, extraordinarily, whenever convened by its Chair⁷, to decide on the matters within their remit and also to (i) guide the allocation of the resources of financial institutions; (ii) foster the improvement of financial institutions and instruments; (iii) safeguard the liquidity and solvency of financial institutions; and (iv) coordinate monetary, credit, budgetary and domestic and external public debt policies. In formulating monetary and credit policy, the CMN is assisted by the Technical Committee on Currency and Credit (Comissão Técnica da Moeda e do Crédito – COMOC), a body composed of technical officials⁸.

2.2. Central Bank of Brazil

2.2.1. The BCB is the body that gives effect to the rules issued by the CMN and is responsible for regulating, supervising and overseeing the SFN⁹ and the means of payment10, as well as for conducting monetary, foreign exchange and credit policy and the policy on financial relations with other countries. Its core mission is to preserve the purchasing power of the currency, to ensure adequate liquidity in the economy, to keep international reserves at an appropriate level, to encourage the formation of savings, and to safeguard the stability and promote the continuous improvement of the SFN. The Governor and the Directors of the BCB are appointed by the President of the Republic after approval by the Federal Senate¹¹. The BCB exercises its regulatory functions by issuing resolutions (Resoluções BCB) and normative instructions (Instruções Normativas BCB), which have replaced the former circulars and circular letters¹².

2.2.2. The powers and duties of the BCB include¹³:

issuing, managing, distributing, withdrawing and destroying paper money (banknotes and coins);
receiving compulsory and voluntary reserve deposits from financial and banking institutions;
carrying out rediscount and lending operations with financial institutions;
exercising control over credit;
purchasing and selling federal government securities;
exercising control over foreign capital;
acting to ensure the regular functioning of the foreign exchange market, the relative stability of exchange rates and the equilibrium of the balance of payments, for which purpose it may buy and sell gold and foreign currency and carry out credit operations abroad;
supervising financial institutions and imposing penalties in cases of non-compliance with the applicable rules, fraud, mismanagement or other irregularities;
authorizing the operation of financial institutions, changes in their corporate structure, control over their shareholding and bylaws, and the transfer of their head offices and branches;
establishing the conditions for holding any management position in financial institutions; and
exercising permanent surveillance over the financial and capital markets in order to identify the interference of other companies that, directly or indirectly, affect those markets.

2.2.3. On February 24, 2021, Supplementary Law No. 179 was enacted, establishing the autonomy of the BCB and granting it a special legal status characterized by the absence of any link to a ministry, of supervision or of hierarchical subordination, by technical, operational, administrative and financial autonomy, and by the fixed-term appointment of its officers and their stability during their terms of office¹⁴, thereby providing greater stability to the SFN by increasing the likelihood that the BCB’s decisions will be strictly technical. Under this regime, the Governor and the Directors of the BCB serve four-year terms, which do not coincide with the term of the President of the Republic, and may only be removed from office in the cases provided for by law. Constitutional Amendment Bill (PEC) No. 65/2023, which seeks to grant the BCB budgetary and financial autonomy and a legal nature of its own, is pending before the Federal Senate; it was approved by the Senate’s Constitution and Justice Committee in June 2026 and awaits a vote by the Senate floor¹⁵.

2.3. Brazilian Securities and Exchange Commission

2.3.1. Law No. 6,385/76 created the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários, “CVM”) and laid the foundations for the organization and supervision of the Brazilian capital markets. The activities related to the issuance, distribution, intermediation and trading of securities, the organization and operation of stock exchanges and over-the-counter markets, and the entities engaged in any of those activities – such as securities dealers and brokers (DTVMs and CTVMs), investment funds¹⁶, portfolio managers and others – are subject to regulation and supervision by the CVM.

2.3.2. The CVM, an independent federal agency (autarquia) with a special regime, linked to the Ministry of Finance and having its own legal personality and assets, is vested with independent administrative authority, the absence of hierarchical subordination, fixed terms of office and stability of its officers, and financial and budgetary autonomy.¹⁷ Law No. 6,385/76 entrusted the CVM with the responsibility for supervising, regulating, disciplining and developing the securities market in Brazil.

2.3.3. The CVM, acting in coordination with the CMN, has the following functions¹⁸:

encouraging the formation of savings and their investment in securities;
promoting the expansion and the efficient and regular operation of the stock market, and encouraging investment in publicly-held companies controlled by domestic private capital;
ensuring the efficient and regular operation of the exchange and over-the-counter markets;
protecting market investors against (a) irregular issuances of securities, (b) unlawful acts of managers and controlling shareholders of publicly-held companies, (c) unlawful acts of securities portfolio managers, and (d) the use of material non-public information in the securities market;
preventing or curbing fraud and market manipulation intended to create artificial conditions of demand, supply or price of securities;
ensuring public access to information on the securities traded and on their issuers;
ensuring compliance with fair trading practices in the securities market; and
ensuring compliance, in the market, with the conditions for the use of credit established by the CMN.

⁵

⁶ Article 3 of Law No. 4,595/64.

⁷ Article 8 of Law No. 9,069 of June 29, 1995, as amended by Law No. 14,600 of June 19, 2023, which also defines the current composition of the CMN. The BCB acts as the executive secretariat of the CMN.

⁸ Under Article 9 of Law No. 9,069/95, the Committee is composed of the Governor and four Directors of the Central Bank, the Chair of the Brazilian Securities and Exchange Commission, the Executive Secretary of the Ministry of Planning and Budget, the Executive Secretary of the Ministry of Finance, the Secretary of the National Treasury of the Ministry of Finance, the Secretary of Economic Reforms of the Ministry of Finance, and the Secretary of Economic Policy of the Ministry of Finance.

⁹ Article 9 of Law No. 4,595/64.

¹⁰ The Brazilian Payment System – SPB, which is addressed in Chapter V below.

¹¹ Article 84, item XIV, of the Federal Constitution.

¹² The BCB’s normative acts are currently issued in the form of BCB Resolutions (acts within the competence of the Board of Directors) and BCB Normative Instructions (acts within the competence of the BCB’s departments); the circulars and circular letters issued previously remain in force until revoked or consolidated.

¹³ Articles 10 and 11 of Law No. 4,595/64.

¹⁴ Article 6 of Supplementary Law No. 179 of February 24, 2021.

¹⁵ Constitutional Amendment Bill (PEC) No. 65/2023, approved by the Constitution, Justice and Citizenship Committee of the Federal Senate on June 10, 2026, in the form of a substitute text that qualifies the BCB as a “public entity of a special nature”; the proposal still requires approval, in two rounds of voting, by the Senate floor and by the Chamber of Deputies.

¹⁶ CVM Resolution No. 175 of December 23, 2022.

¹⁷ Article 5 of Law No. 6,385/76.

¹⁸ Article 4 of Law No. 6,385/76.

III. FINANCIAL INSTITUTIONS

3.1. Federal Government Public Banks

3.1.1. Banco do Brasil S.A.: Banco do Brasil S.A. (“BB”)¹⁹ is a government-controlled mixed-capital company²⁰; it serves as an instrument for the implementation of the Federal Government’s credit and financial policy, operates under the supervision of the CMN and is required to provide the BCB with the information necessary for the latter’s role as supervisor of the financial market. Among other duties, and always within the limits established by law and by the CMN, BB acts (i) as financial agent of the National Treasury, receiving on its behalf revenues, taxes and credits and making payments for the execution of the budget, (ii) as the main provider of the Federal Government’s banking services, and (iii) as the entity responsible for providing credit to finance industrial and rural activities, imports and exports. The President of BB is appointed by the President of the Republic after approval by the Federal Senate²¹. The same rules applicable to the other financial institutions referred to in 3.2.1(i)(c) and 3.2.1(iv) below apply to the holders of statutory positions at BB.

3.1.2. National Bank for Economic and Social Development – BNDES: The National Bank for Economic and Social Development (Banco Nacional de Desenvolvimento Econômico e Social – BNDES, “BNDES”), created by Law No. 1,628 of June 20, 1952 and transformed into a public company by Law No. 5,662 of June 21, 1971, is a federal public company²² linked to the Ministry of Development, Industry, Trade and Services and an auxiliary body for the implementation of the Federal Government’s credit, long-term financing and investment policy in the various segments of the Brazilian economy. BNDES has two subsidiaries: (i) BNDES Participações S.A. – BNDESPAR, which fosters the development of the capital markets through long-term investments in Brazilian companies; and (ii) the Special Agency for Industrial Financing (Agência Especial de Financiamento Industrial – FINAME), dedicated to fostering the production and sale of machinery and equipment for Brazilian companies.

3.2. Other Financial Institutions – General Aspects of Public and Private Institutions

3.2.1. Financial Institutions: Law No. 4,595/64 defines financial institutions²³ as public or private legal entities whose main or ancillary activity is the collection, intermediation or investment of their own or third-party financial resources, in domestic or foreign currency, and the custody of assets owned by third parties; for the purposes of the applicable legislation, individuals who carry out any of the above activities, whether on a permanent or occasional basis, are treated in the same way as financial institutions. Financial institutions require prior authorization from the BCB to operate in Brazil, except for foreign institutions, which require a decree of the Executive Branch, subject to the provisions of 3.4.1.1 below. In general terms, the rules applicable to the authorization, maintenance and operation of financial institutions may be described as follows:

CMN Resolution No. 4,970 of November 25, 2021 (“CMN Resolution No. 4,970/21”) sets out the rules for the granting of authorization to operate to financial institutions (except those subject to specific rules) and the requirements for such authorization, which include, among others: (a) the economic and financial feasibility of the undertaking; (b) the economic and financial capacity of the controlling shareholders; (c) that the members of statutory or contractual bodies, the controlling shareholders and the holders of qualifying holdings have an unblemished reputation²⁴ and meet the requirements referred to in 3.2.1(v) below; and (d) that the members of statutory or contractual bodies and the controlling shareholders meet certain technical requirements referred to in 3.2.1(iv) below.²⁵
A number of corporate transactions are also subject to BCB authorization, including those that may result in a change of (a) the corporate control of the institution, including mergers, spin-offs and amalgamations, (b) the amount of its share capital, (c) its corporate purpose, (d) its corporate name, (e) its corporate type, and (f) its bylaws.²⁶
The BCB may cancel the authorization to operate if, at any time, it finds any of the following situations: (a) failure to habitually carry out the activity covered by the authorization; (b) the institution cannot be located at the address informed to the BCB; (c) interruption, for more than four months and without justification, of the submission to the BCB of the statements, reports and information required by the regulations in force; or (d) unjustified non-compliance with the business plan during the period it covers, at the BCB’s discretion.²⁷
The investiture and exercise of office by the members of statutory and contractual bodies depend on BCB authorization²⁸, which requires that the professional (a) have experience in the line of business in which the institution intends to operate²⁹, and (b) have technical qualifications compatible with the functions to be performed.³⁰
In addition, the conditions for holding office in statutory or contractual bodies and for becoming a controlling shareholder or holder of a qualifying holding in such institutions include – in addition to any others required by the legislation and regulations in force – that the person (a) be resident in Brazil, in the case of executive positions; (b) not be barred by law or convicted of certain crimes referred to in the applicable regulations; (c) be eligible to hold office in statutory or contractual bodies of financial institutions and other companies of the SFN and of entities subject to the supervision of the Brazilian Securities and Exchange Commission; and (d) not have been declared bankrupt or insolvent.³¹
The BCB may order the removal of members of statutory or contractual bodies holding a current term of office if, at any time, circumstances are found that constitute non-compliance with the requirements referred to in 3.2.1(i)(c) and 3.2.1(v) above.

3.2.2. Public Financial Institutions: Federal public financial institutions³² are auxiliary bodies for the implementation of the Federal Government’s credit policy. Their activities, capacity and operating modalities are regulated by the CMN³³, and their respective presidents are appointed by the President of the Republic after approval by the Federal Senate³⁴. Non-federal public financial institutions are subject to the provisions applicable to private financial institutions.

3.2.3. Private Financial Institutions: Private financial institutions, except for credit unions, must be organized as corporations (sociedades anônimas)³⁵, and their voting share capital must be represented by registered shares³⁶. Since Joint CMN/BCB Resolution No. 14 of November 3, 2025, the minimum paid-in capital and net worth requirement is no longer a fixed amount per type of institution, but is instead calculated under a methodology based on the activities actually carried out by the institution and on the source of the funds it raises (see 4.11.2.4 below)³⁷. Upon subscription of the initial capital and of any capital increases in cash, the shareholders must pay in at least 50% of the subscribed amount, and the balance within one year from the respective approval by the BCB³⁸. The portion of a capital increase that is not paid in cash³⁹ may be paid through the capitalization of reserves, subject to the rules established by the CMN, and through the revaluation of part of the fixed assets, subject to the maximum limit set by the National Economic Council.⁴⁰

3.2.3.1. Brazil also adopts the recommendations of the Basel Committee on Banking Supervision known as Basel III⁴¹, which, among other things, establish capital levels, liquidity requirements, counterparty credit risk rules and a leverage ratio, and which have been implemented through regulations issued by the CMN and the BCB⁴². In April 2026, the CMN and the BCB extended the requirement to observe a minimum Liquidity Coverage Ratio (LCR) to Segment 2 institutions and created a simplified indicator (LCRS) for Segment 3 and Segment 4 institutions that take deposits or issue securities to the public, with minimum limits applicable from January 1, 2027⁴³.

3.2.3.2. Private financial institutions must preferably apply no less than 50% of the public deposits they collect in the state of the Federation in which they are organized, or in such other regions and/or states as the CMN may determine.⁴⁴ Private financial institutions, other than investment banks, may only hold interests in the capital of other companies with the prior authorization of the BCB, which may expressly grant it upon a justified request, except in cases of underwriting guarantees under the terms defined by the CMN.⁴⁵

3.2.3.3. Financial institutions that take deposits and certain other funds from the public are mandatory members of the Credit Guarantee Fund (Fundo Garantidor de Créditos – FGC), a private non-profit entity that guarantees, in the event of intervention in or extrajudicial liquidation of a member institution, the claims of each depositor or investor up to R$ 250,000.00 per individual or corporate taxpayer number (CPF or CNPJ) against the same institution or conglomerate, capped at R$ 1,000,000.00 in any four-year period⁴⁶. Credit unions have their own guarantee fund, the Cooperative Credit Guarantee Fund (Fundo Garantidor do Cooperativismo de Crédito – FGCoop).

3.3. Other Financial Institutions – Types of Public and Private Institutions

3.3.1. Savings Banks: The Federal Savings Bank (Caixa Econômica Federal, “CEF”) is a public institution linked to the Ministry of Finance, created under Decree-Law No. 759 of August 12, 1969, which – like the state savings banks, which are linked to their respective states – carries out activities typical of a commercial bank, with institutional priority for the granting of loans and financing to programs and projects of a social nature, in the form of a public company with its own assets and administrative autonomy. CEF manages the resources of the Severance Indemnity Fund (Fundo de Garantia do Tempo de Serviço – FGTS)⁴⁷ and of other funds of the Housing Finance System (Sistema Financeiro de Habitação – SFH)⁴⁸. It is also responsible for the Social Integration Program (Programa de Integração Social – PIS)⁴⁹ and for unemployment insurance, and it operates the federal lotteries on an exclusive basis⁵⁰.

3.3.2. Commercial Banks: A commercial bank is a financial institution whose main activity is the intermediation of financial resources and the custody of assets, and which may carry out the following activities: (i) raising funds from the public in the form of demand and time deposits or through the issuance of securities; (ii) granting credit, guarantees and sureties; (iii) providing collection and payment services; (iv) operating in the foreign exchange market; (v) purchasing and selling, on its own account or on behalf of third parties, precious metals in the physical market; (vi) intermediating the placement, in the over-the-counter market, of primary or secondary public offerings of securities; and (vii) carrying out other activities provided for by law or specific regulations.⁵¹

3.3.3. Multiple-Service Banks: A multiple-service bank (banco múltiplo) is a financial institution organized with at least two of the following portfolios, one of which must be a commercial or an investment portfolio: (i) commercial; (ii) investment; (iii) development; (iv) real estate credit; (v) credit, financing and investment; and (vi) leasing.⁵²

3.3.4. Cooperative Banks: A cooperative bank is a financial institution organized as a commercial bank or as a multiple-service bank under the corporate control of central credit unions; if organized as a multiple-service bank, it must necessarily have a commercial portfolio.⁵³

3.3.5. Investment Banks: An investment bank⁵⁴ is a private financial institution specializing in temporary equity investments, in the financing of productive activity through the provision of fixed and working capital, and in the management of third-party funds.

3.3.5.1. In addition to those activities, an investment bank may: (i) purchase and sell, on its own account or on behalf of third parties, precious metals in the physical market and any securities in the financial and capital markets; (ii) operate on commodities and futures exchanges and in organized over-the-counter markets, on its own account and on behalf of third parties; (iii) operate in all forms of credit for the financing of fixed and working capital; (iv) take part in the issuance, underwriting for resale and distribution of securities; (v) operate in the foreign exchange market; (vi) coordinate reorganization and restructuring processes of companies and conglomerates, whether financial or not, by providing advisory services, taking equity interests and/or granting financing or loans; and (vii) carry out other operations provided for by law or specific regulations.

3.3.5.2. In its activities, an investment bank may use, in addition to its own resources, funds from: (i) time deposits, with or without the issuance of certificates; (ii) funds raised abroad, including through interbank on-lending; (iii) on-lending of official funds; (iv) interbank deposits; and (v) other forms of funding provided for by law or specific regulations.

3.3.6. Development Banks: A development bank is a public financial institution created and controlled by a state of the Federation⁵⁵. The primary purpose of a development bank is to provide the resources necessary for the medium- and long-term financing of programs and projects aimed at promoting the economic and social development of its respective state, with priority given to supporting the private sector.

3.3.6.1. To fulfill its purpose, a development bank may support initiatives aimed at (i) expanding the productive capacity of the economy, (ii) encouraging productivity improvements, (iii) promoting the organization of sectors of the regional economy and the restructuring of companies, (iv) fostering rural production, and (v) promoting the adoption and development of production technology, management improvement, and the training and development of technical personnel.

3.3.6.2. In its activities, a development bank may use, in addition to its own resources, funds from: (i) time deposits, with or without the issuance of certificates; (ii) loans and financing obtained in Brazil and abroad; (iii) credit operations with, or capital contributions from, the federal, state or municipal public sector; (iv) the issuance or trading of mortgage notes and real estate credit notes; (v) the trading of agribusiness bonds, notes and certificates; (vi) the issuance of agribusiness credit bills; (vii) the issuance of financial bills; (viii) the trading of bank credit note certificates; and (ix) other forms of funding provided for by law or specific regulations.

3.3.7. Foreign Exchange Banks: A foreign exchange bank⁵⁶ is a financial institution authorized to carry out the following operations: (i) purchase and sale of foreign currency; (ii) transfers of funds to and from abroad; (iii) import and export financing; (iv) advances on foreign exchange contracts (adiantamento sobre contrato de câmbio – ACC); and (v) other operations, including the provision of services, provided for in the foreign exchange market regulations.

3.3.7.1. In addition to those activities, foreign exchange banks may (i) operate in the financial market, on exchanges (commodities and futures segment) and in over-the-counter markets, carrying out transactions on their own account that are referenced to foreign currencies or linked to foreign exchange operations, (ii) make interbank deposits, in accordance with the applicable regulations, and (iii) carry out other activities authorized by the BCB.

3.3.7.2. Foreign exchange banks may use in their activities, in addition to their own resources, funds from (i) interbank on-lending, (ii) interbank deposits, and (iii) funds raised abroad. Foreign exchange banks may hold non-interest-bearing deposit accounts, which may not be operated by their holders, whose funds are intended for the execution of the operations or the contracting of the services that the bank is authorized to provide.

3.3.8. Securities Brokerage and Securities Dealership Companies: Securities brokerage companies (sociedades corretoras de títulos e valores mobiliários, “CTVMs”) and securities dealership companies (sociedades distribuidoras de títulos e valores mobiliários, “DTVMs”) may be organized as corporations or as limited liability companies and operate in the financial, capital⁵⁷ and foreign exchange markets, intermediating the trading of securities between investors and fund-raisers.⁵⁸ The main difference between the two used to be that only CTVMs were authorized to operate directly in the trading environments and systems of the over-the-counter and stock exchange markets; however, with the publication of BCB/CVM Joint Decision No. 17 of March 2, 2009, DTVMs became authorized to carry out practically the same operations as CTVMs.

3.3.8.1. The main activities of DTVMs and CTVMs are (i) purchasing and selling securities on their own account and on behalf of third parties, (ii) operating on commodities and futures exchanges on their own account and on behalf of third parties, (iii) intermediating public offerings and the distribution of securities in the market, (iv) operating on stock exchanges, (v) managing portfolios and providing custody of securities, (vi) underwriting securities issued in the market, (vii) acting as fiduciary agent, (viii) setting up, organizing and managing investment funds and investment clubs, (ix) intermediating the purchase and sale of foreign currency and other foreign exchange market operations, (x) purchasing and selling precious metals in the physical market, on their own account and on behalf of third parties, (xi) carrying out repurchase (repo) transactions, (xii) carrying out margin account transactions, and (xiii) providing intermediation, advisory or technical assistance services in operations and activities in the financial and capital markets.

3.3.9. Foreign Exchange Brokerage Companies: A foreign exchange brokerage company⁵⁹ may be organized as a corporation or as a limited liability company and has as its corporate purpose the intermediation of foreign exchange transactions and the carrying out of operations in the foreign exchange market. Foreign exchange brokerage companies may also act as electronic money issuers and as virtual asset intermediaries, provided that such services do not constitute their main corporate purpose.

3.3.10. Consortium Management Companies: A consortium management company⁶⁰ may be organized as a corporation or as a limited liability company and has as its main corporate purpose the management of consortium groups (grupos de consórcio, collective self-financing pools for the acquisition of goods and services); it may also provide other consortium management companies with services related to the sale and placement of quotas, the management of groups, and the performance of registration, research and consulting services.

3.3.11. Credit Unions: Credit unions (cooperativas de crédito)⁶¹ are non-profit institutions formed by the association of persons in order to provide financial services exclusively to their members. Members are at the same time the owners and the users of the credit union, taking part in its management and benefiting from its products and services. The main services available at credit unions are checking accounts, financial investments, credit cards, loans and financing. Credit unions form part of the National Cooperative Credit System, governed by Supplementary Law No. 130 of April 17, 2009⁶², and are organized into singular credit unions, central credit unions and confederations. Since December 2025, credit unions may also issue electronic money and post-paid payment instruments to their members⁶³.

3.4. Other Financial Institutions – Foreign Institutions

3.4.1. Foreign Financial Institutions: Foreign financial institutions may have a presence in Brazil through a subsidiary, a branch or a representative office.

3.4.1.1. Subsidiaries and Branches: Until the supplementary law that will regulate the SFN is approved by the National Congress, Article 52 of the Transitional Constitutional Provisions Act of the Federal Constitution remains in force; it prohibits the granting of authorization for the establishment of new financial institutions and branches of financial institutions domiciled abroad, as well as any increase in the percentage held by individuals or legal entities resident or domiciled abroad in the capital of financial institutions headquartered in Brazil, and exempts from such prohibition any authorization resulting from international agreements, from reciprocity or from the interest of the Brazilian Government. The recognition of the interest of the Brazilian Government in the establishment of new financial institutions domiciled abroad and their branches, and in the increase of the percentage held by individuals or legal entities resident or domiciled abroad in the capital of financial institutions headquartered in Brazil, falls within the competence of the BCB⁶⁴ and depends on compliance with the requirements established by the CMN and the BCB, as well as with the requirements and procedures for the incorporation, authorization to operate, cancellation of authorization, changes of control and corporate reorganizations of financial institutions provided for in the regulations in force⁶⁵. Through BCB Circular No. 3,977/20, the BCB recognized, in general terms, the holding by individuals or legal entities resident or domiciled abroad of interests in the capital of financial institutions headquartered in Brazil as being in the interest of the Brazilian Government, thereby dispensing, in practice, with the need for a specific act in each case.

3.4.1.2. Representative Office: The representation in Brazil of a financial institution or similar entity headquartered abroad depends on prior authorization from the BCB⁶⁶, which will take the national interest into account in deciding whether or not to grant it. The representation must be carried out by an individual or legal entity domiciled in Brazil, who may only make business contacts and transmit information to the head office. The BCB has unrestricted access to all documents, reports, data and information relating to the activities carried out by the representative.

¹⁹ Article 19 of Law No. 4,595/64.

²⁰ A mixed-capital company (sociedade de economia mista) is a company created by law, the controlling interest in which belongs to the Federal Government, with a minority participation of private capital.

²¹ Article 21, paragraph 1, of Law No. 4,595/64. In practice, under the regime of Law No. 13,303 of June 30, 2016 (the State-Owned Companies Law) and of the bylaws, the President of BB is elected by the Board of Directors upon nomination by the Federal Government, as controlling shareholder.

²² Article 23 of Law No. 4,595/64.

²³ Article 17 of Law No. 4,595/64.

²⁴ Article 12 of CMN Resolution No. 4,970/21 provides that, in assessing compliance with the unblemished reputation requirement, the following are taken into account: the absence of (i) criminal proceedings or police investigations, (ii) judicial or administrative proceedings related to the SFN or to the Brazilian Payment System, (iii) insolvency, liquidation, intervention, bankruptcy or judicial reorganization proceedings, (iv) defaults on obligations, and (v) other similar situations, occurrences or circumstances.

²⁵ Article 2 of CMN Resolution No. 4,970/21.

²⁶ Article 3 of CMN Resolution No. 4,970/21.

²⁷ Article 23 of CMN Resolution No. 4,970/21.

²⁸ Article 3, item V, of CMN Resolution No. 4,970/21.

²⁹ Article 2, item VII, of CMN Resolution No. 4,970/21.

³⁰ Article 2, item VIII, of CMN Resolution No. 4,970/21.

³¹ Article 14 of CMN Resolution No. 4,970/21.

³² Article 22 of Law No. 4,595/64.

³³ Article 22, paragraph 1, of Law No. 4,595/64.

³⁴ Article 22, paragraph 2, together with Article 21, paragraph 1, of Law No. 4,595/64. In practice, the officers of the federal public financial institutions are elected by their respective boards of directors, in accordance with Law No. 13,303/16 and their bylaws.

³⁵ Law No. 6,404 of December 15, 1976, as amended, sets out the rules applicable to corporations; however, Law No. 4,595/64 and the subsequent BCB regulations establish specific rules on corporate structure, capital structure, governance and other particularities that must be adopted by financial institutions. In certain cases, some financial institutions may be organized as limited liability companies; those exceptions are indicated in the description of the respective institution.

³⁶ Article 25 of Law No. 4,595/64.

³⁷ Joint CMN/BCB Resolution No. 14 of November 3, 2025 and BCB Resolution No. 517 of November 3, 2025, as amended, which revoked the minimum capital provisions of the resolutions specific to each type of institution. The new methodology applies to all institutions authorized to operate by the BCB, with a transition regime until December 31, 2027.

³⁸ Articles 26 and 27 of Law No. 4,595/64.

³⁹ Article 28 of Law No. 4,595/64.

⁴⁰ The National Economic Council was created by Article 205 of the 1946 Constitution and regulated by Law No. 970 of December 16, 1949, and ceased to exist with the 1967 Constitution; the reference nevertheless remains in the text of Article 28 of Law No. 4,595/64.

⁴¹ The Basel III rules were introduced in Brazil by BCB Communication No. 20,615 of February 17, 2011.

⁴² Among others, CMN Resolution No. 4,955 of October 21, 2021 (calculation of Regulatory Capital), CMN Resolution No. 4,958 of October 21, 2021 (minimum capital requirements and Additional Common Equity Tier 1) and BCB Resolution No. 229 of May 12, 2022 (credit risk-weighted assets). For prudential purposes, institutions are classified into five segments (S1 to S5), according to their size and international activity (CMN Resolution No. 4,553 of January 30, 2017), and into three types (Type 1, Type 2 and Type 3), according to the nature of the institution or of the lead institution of the prudential conglomerate (BCB Resolution No. 436 of November 28, 2024).

⁴³ CMN Resolution No. 5,296 of April 23, 2026 (financial institutions) and BCB Resolution No. 560 of April 23, 2026 (Type 3 institutions), both in force from January 1, 2027. The LCR is the ratio between the stock of high-quality liquid assets and the total net cash outflows expected over a thirty-day period; its minimum limit is 1 for S1 institutions and, for S2 institutions, 0.90 between January 1 and June 30, 2027 and 1 from July 1, 2027. The LCRS, calculated under simplified criteria, is required of Segment 3 and Segment 4 institutions authorized to take deposits or issue securities to the public (or to provide centralized investment services to affiliated credit unions), at the same levels and on the same dates as those set for S2.

⁴⁴ Article 29 of Law No. 4,595/64.

⁴⁵ Article 30 of Law No. 4,595/64.

⁴⁶ CMN Resolution No. 4,222 of May 23, 2013, as amended, which approves the bylaws and regulations of the FGC. Following the extrajudicial liquidation of Banco Master S.A., decreed by the BCB on November 18, 2025, CMN Resolution No. 5,295 of April 23, 2026 (in force since June 1, 2026) introduced an additional contribution to the FGC for member institutions whose Reference Value exceeds four times their Adjusted Net Worth and 60% of their Reference Funding, and required them to hold an amount allocated exclusively to federal government securities where the Reference Value exceeds six times the Adjusted Net Worth and 80% of the Reference Funding, ten times the Adjusted Net Worth or the Reference Assets, with phase-in factors applying between July 1, 2026 and July 1, 2028.

⁴⁷ The FGTS is a fund created to protect workers dismissed without cause, through the opening of an account linked to the employment contract.

⁴⁸ The SFH is a housing finance program intended to reduce the country’s housing deficit.

⁴⁹ PIS is a social contribution paid by private sector companies to finance the payment to workers of benefits such as unemployment insurance, the annual salary bonus and profit sharing.

⁵⁰ The federal lotteries are operated by CEF under Decree-Law No. 204 of February 27, 1967 and subsequent legislation. In September 2020 (ADPF 492, ADPF 493 and ADI 4,986), the Federal Supreme Court held that the Federal Government’s exclusivity over the operation of lotteries was not received by the 1988 Constitution, so that the States may operate lotteries within their territories. Fixed-odds betting (“bets”), in turn, is governed by Law No. 14,790 of December 29, 2023 and licensed by the Secretariat of Prizes and Betting of the Ministry of Finance.

⁵¹ Article 3 of CMN Resolution No. 5,060 of February 16, 2023 (“CMN Resolution No. 5,060/23”).

⁵² Article 4 of CMN Resolution No. 5,060/23.

⁵³ Article 5 of CMN Resolution No. 5,060/23.

⁵⁴ CMN Resolution No. 5,046 of November 25, 2022.

⁵⁵ CMN Resolution No. 5,047 of November 25, 2022.

⁵⁶ CMN Resolution No. 3,426 of December 21, 2006.

⁵⁷ CTVMs and DTVMs, like the other institutions, are subject to the regulations of the Brazilian Securities and Exchange Commission – CVM in transactions involving securities.

⁵⁸ CMN Resolution No. 5,008 of March 24, 2022. The authorization process for CTVMs and DTVMs is governed by BCB Resolution No. 519 of November 10, 2025 (see 4.11.3 below).

⁵⁹ BCB Resolution No. 542 of December 18, 2025, in force since February 2, 2026, which revoked CMN Resolution No. 5,009 of March 24, 2022. The authorization process for foreign exchange brokerage companies is governed by BCB Resolution No. 519 of November 10, 2025.

⁶⁰ Law No. 11,795 of October 8, 2008 and BCB Resolution No. 234 of July 27, 2022.

⁶¹ CMN Resolution No. 5,051 of November 25, 2022.

⁶² Supplementary Law No. 130 of April 17, 2009, as amended by Supplementary Law No. 196 of August 24, 2022.

⁶³ CMN Resolution No. 5,273 of December 18, 2025, which amended CMN Resolution No. 5,051/22.

⁶⁴ Decree No. 10,029 of September 26, 2019.

⁶⁵ BCB Circular No. 3,977 of January 22, 2020.

⁶⁶ CMN Resolution No. 2,592 of February 25, 1999 and BCB Circular No. 2,943 of October 20, 1999.

IV. NON-BANKING INSTITUTIONS⁶⁷

4.1. Credit, Financing and Investment Companies: Credit, financing and investment companies (sociedades de crédito, financiamento e investimento, “SCFIs”), known as “financeiras” (finance companies), have historically provided loans and financing for the acquisition of goods and services and for working capital, either as affiliates of banks or as the financial arm of commercial and industrial groups.

4.1.1. In 2024, the BCB held Public Consultation No. 101/24 with the aim of modernizing and unifying the rules applicable to SCFIs, which, since their creation⁶⁸, had been governed by scattered and outdated regulations. As a result of the public consultation, on July 24, 2025, the CMN approved CMN Resolution No. 5,237 (“CMN Resolution No. 5,237/25”), which consolidates and updates the rules applicable to SCFIs and significantly expands their scope of activity. In this context, CMN Resolution No. 5,237/25 incorporated into SCFIs practices of more recent types of institution, such as credit fintechs⁶⁹ and payment institutions⁷⁰, creating incentives for those companies to migrate to the SCFI segment as they expand their operations.

4.1.2. As of September 1, 2025, the date on which CMN Resolution No. 5,237/25 came into force, the credit and financing activities of SCFIs were expanded, so that SCFIs are now authorized to (i) purchase and sell securities on their own account, operate in the non-organized over-the-counter market and manage securities portfolios, (ii) operate as a fintech, issuing electronic money and post-paid payment instruments (such as credit cards) and acting as payment transaction initiator and as acquirer, (iii) operate in the foreign exchange market, (iv) act as a correspondent, (v) acquire, assign, refinance and manage loans and credit rights, and perform credit analysis and collection of loans and credit rights on behalf of third parties, (vi) act as fiduciary agent, (vii) act as insurance representative for the distribution of insurance related to their activities, (viii) invest available funds in interbank deposits and enter into repurchase (repo) transactions, and (ix) hold interests in the capital of other companies.

4.1.3. For that purpose, in addition to using their own resources, the means through which SCFIs may raise funds from third parties were expanded and are now the following: (i) the issuance of bank deposit certificates, agribusiness credit bills, real estate credit bills, covered real estate bills, financial bills, bills of exchange, real estate credit notes, bank credit note certificates, bank deposit receipts, structured operations certificates and, subject to certain limitations, instruments for raising funds abroad; (ii) interbank deposits and time deposits with special guarantee; and (iii) on-lending of loans and financing originating from (a) Brazilian financial institutions and other institutions authorized to operate by the BCB, (b) foreign financial institutions, and (c) Brazilian and foreign official entities and funds dedicated to promotion and development activities.

4.2. Real Estate Credit Company: A real estate credit company (sociedade de crédito imobiliário, “SCI”)⁷¹ is a type of financial institution specializing in housing finance and forming part of the SFH, dedicated to financing the construction of housing units, extending credit for the purchase or construction of owner-occupied homes, and financing working capital for real estate developers and for producers and distributors of construction materials. SCIs may act as fiduciary agent in real estate credit operations secured by mortgage and operate in the real estate financing modalities to which the funds raised through savings deposits within the Brazilian Savings and Loan System (Sistema Brasileiro de Poupança e Empréstimo – SBPE) must be allocated⁷².

4.3. Mortgage Company: The mortgage company (companhia hipotecária, “CH”)⁷³ was originally created to foster real estate financing outside the scope of the SFH, its purpose being to grant residential and commercial real estate financing, loans secured by mortgage or by fiduciary transfer of real property, and on-lending of funds related to real estate programs, as well as to manage real estate investment funds. With the creation of the “My House, My Life” Program (Programa Minha Casa, Minha Vida – PMCMV)⁷⁴, CHs became part of the SFH but, unlike SCIs, they neither receive nor allocate funds raised through savings deposits within the Brazilian Savings and Loan System – SBPE. CHs raise funds through the issuance of mortgage bills, real estate credit bills, covered real estate bills, financial bills, mortgage notes, real estate credit notes and bank credit note certificates, as well as through interbank deposits and loans and financing obtained in Brazil and abroad.

4.4. Development Agency: Development agencies (agências de fomento, “AFs”) were created within the scope of the Program to Encourage the Reduction of the Public Sector’s Presence in Financial Activity (Programa de Incentivo à Redução da Presença do Setor Público na Atividade Financeira – PROES)⁷⁵ and are regulated by the CMN and supervised by the BCB.⁷⁶ AFs are institutions created by the states of the Federation, whose main purpose is to finance the working capital of undertakings intended to expand or maintain the productive capacity of goods and services, as provided for in the economic and social development programs of the state in which they are headquartered. The beneficiaries of such financing are infrastructure projects, self-employed professionals and micro and small enterprises. AFs finance infrastructure projects in a variety of areas, such as industry, commerce, agriculture, technology and agribusiness.

4.5. Leasing Company: A leasing company (sociedade de arrendamento mercantil, “SAM”)⁷⁷ is an institution supervised by the BCB and treated in the same way as a financial institution, as it is subject to the same operating conditions as the financial institutions governed by Law No. 4,595/64. The main purpose of SAMs is to enter into leasing transactions (arrendamento mercantil), defined as a legal transaction between a legal entity, as lessor, and an individual or legal entity, as lessee, whose object is the lease of assets acquired by the lessor in accordance with the lessee’s specifications and for the lessee’s own use.⁷⁸

4.5.1. Leasing transactions are classified as either operating leases or financial leases. The main differences are the following:

in financial leases, (a) the lease payments and the other amounts owed by the lessee under the agreement must be sufficient for the lessor to recover the cost of the leased asset over the term of the agreement and to obtain a return on the funds invested, (b) the expenses of maintenance, technical assistance and services related to the leased asset are borne by the lessee, and (c) the price for the exercise of the purchase option over the leased asset may be freely agreed between the parties; and
in operating leases, (a) the lease payments must cover the cost of leasing the asset and of the services necessary to make the asset available to the lessee, and the present value of the payments may not exceed 90% of the cost of the asset, (b) the term of the agreement must be shorter than 75% of the useful life of the asset, (c) the price for the exercise of the purchase option must be the market value of the leased asset, and (d) no guaranteed residual value (valor residual garantido – VRG) may be stipulated.

4.6. Savings and Loan Association: A savings and loan association (associação de poupança e empréstimo, “APE”) is an institution organized as a civil association, with a restricted regional scope, whose fundamental purposes are to provide or facilitate the acquisition of home ownership by its members and to raise, encourage and disseminate savings. APEs form part of the SFH and their managers are subject to the same rules applicable to financial institutions⁷⁹.

4.6.1. A cash deposit made by an individual with an APE creates a membership relationship, and the individual becomes a member. Deposits may be intended either to obtain real estate financing or to build up savings. The CMN⁸⁰ determines the sources of funding of APEs (which, in addition to the deposits received from members, may raise interbank deposits, issue real estate credit bills, covered real estate bills and real estate credit notes, and obtain loans and financing) and the investments they must make, which must be directed to the real estate market, including the SFH. According to the BCB, over time APEs have lost their significance within the SFN, and only Poupex – Associação de Poupança e Empréstimo, created by Law No. 6,855 of November 18, 1980, remains in operation.

4.7. Microentrepreneur and Small Business Credit Company: Microentrepreneur and small business credit companies (sociedades de crédito ao microempreendedor e à empresa de pequeno porte, “SCMEPPs”)⁸¹ are organized as closely-held corporations or as limited liability companies and are supervised by the BCB⁸². The main activity of SCMEPPs is the granting of financing to individuals, microenterprises and small businesses, with a view to enabling professional, commercial or industrial undertakings.

4.8. Virtual Asset Service Providers: On December 21, 2022, Law No. 14,478 was enacted, providing for the provision of virtual asset services and regarded as the legal framework for crypto-assets. Decree No. 11,563 of June 13, 2023, in regulating that law, assigned to the BCB the competence to regulate the provision of virtual asset services and to regulate, authorize and supervise virtual asset service providers, except where the assets qualify as securities, in which case the competence lies with the CVM. The regulation of the provision of virtual asset services was issued by the BCB in November 2025, with effect from February 2, 2026, and is addressed in 4.11.3 below.

4.9. Correspondents: CMN Resolution No. 4,935 of July 29, 2021 (“CMN Resolution No. 4,935/21”) provides that financial institutions and other institutions authorized to operate by the BCB may engage companies, individual entrepreneurs and associations⁸³, notarial and registry service providers⁸⁴ and public companies to act as correspondents in the provision of customer and user service activities. No prior BCB approval is required for the engagement of such entities, unless the entity is not part of the SFN and its name uses terms characteristic of the names of SFN institutions, or similar expressions in other languages. The correspondent may provide its services in person or through an electronic platform and must act on behalf of, and under the guidelines of, the contracting institution, which assumes full responsibility for the services provided; it is the responsibility of the contracting institution to ensure the integrity, reliability, security and confidentiality of the transactions carried out through the correspondent, as well as compliance with the legislation and regulations applicable to those transactions. The services that may be provided by correspondents include (i) receiving and forwarding applications for the opening of deposit and payment accounts held with the contracting institution, (ii) performing receipts, payments and electronic transfers for the operation of deposit and payment accounts held by customers with the contracting institution, (iii) receipts and payments of any nature and other activities arising from the performance of service agreements and arrangements maintained by the contracting institution with third parties, (iv) the active and passive execution of payment orders processed through the contracting institution at the request of customers and users, (v) receiving and forwarding applications for credit and leasing transactions to be granted by the contracting institution, as well as other services for the monitoring of such transactions, (vi) receipts and payments related to bills of exchange accepted by the contracting institution, and (vii) the execution of foreign exchange transactions under the responsibility of the contracting institution.

4.10. Correspondents for Foreign Exchange Transactions: CMN Resolution No. 4,935/21 established the rules for the provision of services by correspondents in foreign exchange transactions, which basically comprise (i) the purchase and sale of foreign currency in cash, by check or by traveler’s check, as well as the loading of foreign currency onto prepaid cards, (ii) the active or passive execution of payment orders relating to unilateral transfers to or from abroad, and (iii) the receipt and forwarding of proposals for foreign exchange transactions; such services are restricted to foreign exchange transactions of up to US$ 3,000.00 per transaction and, in the case of the purchase or sale of foreign currency in cash against delivery of the equivalent amount in domestic currency also in cash, of up to US$ 1,000.00, or the equivalent amounts in other currencies.

4.11. Fintechs: “Fintech” is a market expression used to designate companies that make intensive use of technological innovation in the creation, provision, distribution or enabling of financial products and services, as well as in the provision of technological infrastructure services related to the financial system and to the payment system, including alternative means of carrying out credit and payment transactions, financial management, lending, investment, financing, debt negotiation and insurance through online digital platforms. Fintechs that carry out activities proper to financial institutions, payment institutions or other entities forming part of the SFN or of the Brazilian Payment System⁸⁵ are subject to authorization and supervision by the BCB, according to the activity carried out. The main fintech models subject to BCB authorization and supervision are credit fintechs, payment fintechs, fintechs operating in the virtual asset market and certain fintechs that provide technological infrastructure services to the financial system. Two rules issued in November 2025 are equally relevant to the segment: Joint CMN/BCB Resolution No. 16 of November 28, 2025, which regulated Banking as a Service (4.11.5 below), and Joint CMN/BCB Resolution No. 17 of November 28, 2025, which restricted the use of the word “bank” by non-banking institutions (4.11.6 below).

4.11.1. Credit fintechs: There are two types of credit fintech⁸⁶: direct credit companies (sociedades de crédito direto, “SCDs”), which grant loans and financing online, and peer-to-peer lending companies (sociedades de empréstimo entre pessoas, “SEPs”), which intermediate loans between persons; the granting of BCB authorization to each of them depends on an analysis of the profile of their owners, of the origin of their funds and of the compatibility of their economic and financial capacity with the proposed structure.

4.11.1.1. Direct Credit Companies: The purpose of SCDs is to carry out lending, financing and credit-rights acquisition transactions exclusively through an electronic platform, using their own funds or on-lending and loans originating from the National Bank for Economic and Social Development – BNDES; they may also (i) provide credit analysis and collection services to third parties, (ii) act as insurance representatives for the distribution, through an electronic platform, of insurance related to their activities, and (iii) issue electronic money and post-paid payment instruments and act as payment transaction initiators. Since August 2024, SCDs may also fund their operations by selling or assigning their loans, and the bank credit note certificates they issue, to financial institutions, to investment funds whose quotas are intended exclusively for qualified investors and to securitization companies; they may not raise funds from the public.

4.11.1.2. Peer-to-Peer Lending Companies: The purpose of SEPs is (i) to carry out lending and financing transactions between persons (known as “peer-to-peer lending”) through an electronic platform, for which purpose they may raise funds from the public, and also to (ii) provide credit analysis and collection services to customers and third parties, (iii) act as insurance representatives for the distribution, through an electronic platform, of insurance related to their activities, and (iv) issue electronic money and act as payment transaction initiators.

When acting as an intermediary of loans and financing, the SEP’s platform serves to connect lenders and borrowers, subject to the conditions and limits set out in the applicable regulations; in particular, a given lender may not enter into transactions with the same borrower, on the same SEP, whose aggregate outstanding balance exceeds R$ 15,000.00, a limit that does not apply to qualified investors.

4.11.2. Payment fintechs: BCB Resolutions No. 80 and No. 81 of March 25, 2021 (“BCB Resolution No. 80/21” and “BCB Resolution No. 81/21”, respectively), as amended by BCB Resolutions No. 494, No. 495, No. 496 and No. 497 of September 5, 2025 (“BCB Resolution No. 494/25”, “BCB Resolution No. 495/25”, “BCB Resolution No. 496/25” and “BCB Resolution No. 497/25”, respectively), set out, on the basis of Law No. 12,865/13, the rules applicable to payment institutions (“PIs”) and define them as legal entities organized as limited liability companies or corporations that enable purchase, sale and fund transfer services within a payment arrangement, without the user needing to have a relationship with banks or other financial institutions⁸⁷. PIs are non-financial institutions subject to BCB supervision. In summary, the types of PI are (i) electronic money issuers⁸⁸, which manage prepaid payment accounts of end users, into which funds are deposited before the transaction (such as issuers of prepaid cards and meal vouchers), (ii) issuers of post-paid payment instruments (for example, credit cards), which manage the end user’s payment account into which the funds used to settle the debt are deposited, (iii) acquirers, which enable merchants to accept the instrument with which payment is made (for example, Cielo and Rede), and (iv) payment transaction initiators, which initiate the payment transaction without managing the payment account or receiving the funds (for example, WhatsApp Pay).

4.11.2.1. CMN Resolution No. 5,237/25 consolidated and updated the rules applicable to SCFIs⁸⁹, allowing payment and credit services to be provided by a single type of institution (the so-called “financeira”), so that one and the same institution may combine operations previously carried out by different institutions, simplifying the operations of its digital wallet, taking part in certain types of payment arrangement and simultaneously acting as acquirer, enabling merchants to accept payment instruments.

4.11.2.2. BCB Resolution No. 494/25 provides that every PI requires prior BCB authorization for each modality of payment service it provides (issuance of electronic money, issuance of post-paid payment instruments, acquiring or initiation of payment transactions) and revoked the exemption from authorization previously enjoyed by smaller electronic money issuers; PIs that were already providing payment services without authorization had to apply for it between May 1 and May 31, 2026, failing which they must cease their activities. PIs that take part exclusively in payment arrangements that are not part of the SPB (5.2 below), however, remain outside BCB regulation, and institutions already authorized by the BCB for other activities, such as banks, credit unions, SCFIs, SCDs, SEPs, SCMEPPs, CTVMs and DTVMs, are exempt from authorization as PIs for specific modalities⁹⁰.

4.11.2.3. BCB Resolutions No. 495/25, No. 496/25 and No. 497/25 impose additional requirements on PIs. BCB Resolution No. 495/25 requires that the managers have technical qualifications compatible with their functions, allows the BCB to require a technical certification or assessment issued by an independent qualified firm as to compliance with the authorization requirements, and requires that the head office address be for the effective and exclusive use of the PI, it being prohibited to indicate a coworking space, a virtual office or any other shared space, except among institutions of the same conglomerate; in the event of the denial or final dismissal of the application for authorization, a PI that is already providing services must, within 30 days of notification of the decision, cease its activities, notify its users and return the balances held in payment accounts. BCB Resolutions No. 496/25 and No. 497/25, in turn, cap at R$ 15,000.00 the value of each Pix transaction initiated by a PI not authorized by the BCB or by a participant that connects to the National Financial System Network (Rede do Sistema Financeiro Nacional – RSFN) through an information technology service provider (PSTI), and prohibit the issuance of TED transfers of R$ 15,000.00 or more by institutions that connect to the RSFN through a PSTI; these restrictions may be lifted upon certification by an independent auditor or, for up to 90 days, upon a formal request to the BCB.

4.11.2.4. Joint CMN/BCB Resolution No. 14 of November 3, 2025 (as amended by Joint CMN/BCB Resolution No. 19 of April 23, 2026, “Joint CMN/BCB Resolution No. 14/25”), BCB Resolution No. 517 (as amended by BCB Resolution No. 570 of May 19, 2026), CMN Resolution No. 5,261 and BCB Resolution No. 518, all of November 3, 2025, introduced two additional reinforcements applicable to PIs and to the other institutions authorized to operate by the BCB. The minimum paid-in capital and net worth are now calculated as the sum of two components: (i) a cost component of R$ 2,000,000.00 per category of operational activity notified to the BCB (granting of credit, custody and administration of third-party funds, intermediation or services), plus R$ 5,000,000.00 to R$ 10,000,000.00 where the institution provides services that depend on data processing or storage, network infrastructure or cybersecurity infrastructure; and (ii) an activities component, obtained by adding the amounts assigned to each category of operational activity (R$ 1,000,000.00 for services, R$ 3,000,000.00 for custody and administration, R$ 5,000,000.00 for intermediation and R$ 7,000,000.00 for the granting of credit) and to the investment category (R$ 5,000,000.00 for the restricted category and R$ 8,000,000.00 for the free category), multiplied by a factor determined by the funding category permitted to the institution (60% for own funds, 80% for institutional funds, 120% for funds from the public other than deposits, and 200% for deposits); institutions authorized to use the word “bank” must add R$ 30,000,000.00 to the resulting amount⁹¹. Institutions already in operation had to notify the BCB, by June 30, 2026, of the categories of operational activity they carry out, and are subject to a transition regime under which any positive difference between the new requirement and the previous one is phased in – 25% by December 31, 2026, 50% by June 30, 2027 and 75% by December 31, 2027 –, with the full amount required from January 1, 2028⁹². In addition, since December 1, 2025, PIs and the other institutions authorized by the BCB must close payment and deposit accounts identified as being used for the carrying out of financial or payment activities without the required legal or regulatory basis, including for payments, receipts or the settlement of obligations on behalf of third parties in a manner that may allow the concealment or substitution of the financial obligations of those third parties (the so-called “pooled accounts” or contas-bolsão)⁹³.

4.11.2.5. BCB Resolution No. 522 of November 10, 2025 (“BCB Resolution No. 522/25”) amended BCB Resolution No. 150/21 and expanded the obligations of the owner (instituidor) of the payment arrangement referred to in 5.3 below. The rules of each arrangement must ensure that all authorized transactions are paid in full to the end-user payee, including in extreme situations, so that the arrangement owner is ultimately responsible for the financial settlement of the arrangement’s transactions – any shortfall in, or absence of, a guarantee fund does not relieve it of the duty to cover the residual financial flow –, must maintain a structure for the centralized management of the risks among participants (including liquidity, operational, fraud, scam, money laundering and payer-relationship risks), and may not assign to acquirers the responsibility for managing the risks of transactions captured through sub-acquirers. Sub-acquirers must take part in centralized settlement whenever they act as recipients of payment flows or as payers to end-user payees. The owner of an arrangement that is not part of the SPB must also monitor the thresholds referred to in 5.1.2 and 5.2 below and, once any of them is exceeded, apply to the BCB within 90 days for the authorization of the arrangements it has set up. Arrangement owners had 180 days from the publication of BCB Resolution No. 522/25 to adapt the rules of their arrangements.

4.11.3. Virtual asset fintechs: Fintechs that provide services related to virtual assets constitute another category subject to BCB regulation. Those activities are carried out by virtual asset service provider companies (sociedades prestadoras de serviços de ativos virtuais, “SPSAVs”), which are subject to the BCB’s authorization and supervision regime, as established by Law No. 14,478 of December 21, 2022, regulated by Decree No. 11,563 of June 13, 2023 (which assigned regulatory competence to the BCB) and, chiefly, by BCB Resolutions No. 519, No. 520 and No. 521, all of November 10, 2025 (“BCB Resolution No. 519/25”, “BCB Resolution No. 520/25” and “BCB Resolution No. 521/25”, respectively), in force since February 2, 2026: BCB Resolution No. 519/25 governs the authorization process for SPSAVs, together with that for foreign exchange brokerage companies and for securities brokerage and dealership companies; BCB Resolution No. 520/25 specifically governs the organization and operation of SPSAVs, including asset segregation, governance, cybersecurity and anti-money laundering; and BCB Resolution No. 521/25 brings virtual asset transactions within the foreign exchange regime. SPSAVs may operate as virtual asset intermediaries, custodians or brokers (corretoras), the latter combining intermediation and custody, a combination that is prohibited to the other modalities. SPSAVs may neither grant credit nor raise funds from the public (except through the issuance of shares), must keep their clients’ funds and virtual assets segregated from their own assets, and are subject to the capital requirements of Joint CMN/BCB Resolution No. 14/25. Providers already operating in Brazil on February 2, 2026 have a non-extendable deadline of October 30, 2026 to apply for authorization, after which authorized institutions may no longer maintain relationships with unauthorized providers⁹⁴. Commercial, foreign exchange, investment and multiple-service banks, CEF, CTVMs, DTVMs and foreign exchange brokerage companies may provide virtual asset services upon notification to the BCB, accompanied by a technical certification issued by an independent qualified firm⁹⁵.

4.11.3.1. Since then, the BCB has issued supplementary rules on virtual assets: BCB Resolution No. 574 of June 18, 2026 amended BCB Resolution No. 277/22 to require institutions authorized to operate in the foreign exchange market to report to the BCB, on a monthly basis, the virtual asset service transactions carried out from November 3, 2026; BCB Resolution No. 580 of July 1, 2026 classified SPSAVs, for prudential purposes, as Type 3 institutions – alongside securities brokerage and dealership companies and foreign exchange brokerage companies –, with the corresponding prudential rules applying from January 1, 2027⁹⁶; and BCB Resolution No. 584 of August 7, 2026 expanded the fraud prevention rules to provide for a precautionary hold of up to 24 hours on transfers of virtual assets to providers located abroad or to self-custody wallets exceeding US$ 10,000.00, per transaction or in aggregate on the same day, with effect from January 1, 2027.

4.11.4. Technological infrastructure fintechs: Fintechs and other companies that provide the financial system and the payment system with data processing services required for access to the National Financial System Network – RSFN, the information technology service providers (Provedores de Serviços de Tecnologia da Informação – PSTIs), are subject to accreditation by the BCB under BCB Resolution No. 498 of September 5, 2025, which requires, among other things, minimum paid-in capital and net worth of R$ 15,000,000.00 (the BCB may require a higher amount, depending on the volume of operations, the number of clients and the risk profile of the PSTI), information security certification, an annual external audit, civil liability and operational risk insurance and a business continuity plan. BCB Resolution No. 547 of January 30, 2026 added requirements of unblemished reputation and technical qualification for controlling shareholders and managers and extended from 4 to 8 months, counted from the entry into force of BCB Resolution No. 498/25, the deadline for providers already rendering such services to apply for accreditation. Authorized institutions themselves are, in addition, subject to a cybersecurity policy and to requirements for the contracting of data processing, data storage and cloud computing services⁹⁷.

4.11.5. Banking as a Service: Joint CMN/BCB Resolution No. 16 of November 28, 2025 regulated the provision of Banking as a Service – BaaS, a model under which an institution authorized to operate by the BCB (the “provider”) contracts with a non-authorized legal entity (the “taker”) for the offering, to the latter’s customers, of financial or payment services performed by the provider. BaaS may cover the opening, maintenance and closing of deposit, savings and payment accounts, the provision of payment services through those accounts, merchant acquiring and the offering, contracting, administration and collection of credit transactions. The provider remains fully responsible, vis-à-vis the BCB and the customers, for customer identification, fraud and money laundering prevention and the reliability, integrity, availability, security and confidentiality of the services, and must maintain specific governance and risk management policies and appoint a responsible officer; the taker may not subcontract the services, charge fees for the provider’s services or use a name proper to an authorized institution. Credit unions, leasing companies, confederations of credit unions and consortium management companies may not act as providers. Existing contracts must be adapted by December 31, 2026.

4.11.6. Use of the word “bank”: Joint CMN/BCB Resolution No. 17 of November 28, 2025 regulated the nomenclature and public presentation of the institutions authorized to operate by the BCB, prohibiting the use of terms that suggest an activity or modality for which the institution does not hold a specific authorization. In particular, payment institutions, SCDs, SEPs, credit unions and other non-banking institutions may not use the words “banco”, “bank”, “banking” or equivalent expressions, in any language, in their corporate name, trade name, trademarks, internet domains, apps, social media, advertising material or contracts, unless they belong to a conglomerate that includes an institution authorized to operate as a commercial bank or a multiple-service bank. Institutions had to submit a compliance plan to the BCB by March 31, 2026 and must complete their adaptation by November 28, 2026.

⁶⁷ Non-banking institutions are alternatives through which clients and consumers can access financial services other than through banks. These institutions may neither take demand deposits nor create money through credit operations. Unless otherwise specified in the description of the respective institution, the regulation and supervision of these institutions and/or of their activities, as well as the authorization for their operation, fall within the competence of the BCB and the CMN. Activities related to securities are also supervised by, and subject to the rules of, the CVM.

⁶⁸ SCFIs were originally created by Ministry of Finance Ordinance No. 309 of November 30, 1959.

⁶⁹ See 4.11.1 et seq. below.

⁷⁰ See 4.11.2 below.

⁷¹ CMN Resolution No. 5,000 of March 24, 2022.

⁷² CMN Resolution No. 4,676 of July 31, 2018, as amended by CMN Resolution No. 5,197 of December 19, 2024 (in force since July 1, 2025).

⁷³ CMN Resolution No. 4,985 of February 17, 2022.

⁷⁴ Law No. 11,977 of July 7, 2009.

⁷⁵ The program was created in 1996 by a provisional measure, which was reissued numerous times during its implementation.

⁷⁶ CMN Resolution No. 2,828 of March 30, 2001, as amended.

⁷⁷ CMN Resolution No. 4,976 of December 16, 2021 (organization and operation of leasing companies) and CMN Resolution No. 4,977 of December 16, 2021 (leasing transactions).

⁷⁸ Definition established by Law No. 6,099 of September 12, 1974, which, in defining the tax treatment applicable to leasing transactions, also defined their nature and characteristics.

⁷⁹ Decree-Law No. 70 of November 21, 1966.

⁸⁰ CMN Resolution No. 5,052 of November 25, 2022.

⁸¹ Law No. 10,194 of February 14, 2001.

⁸² CMN Resolution No. 4,721 of May 30, 2019, as amended.

⁸³ As defined in Law No. 10,406 of January 10, 2002 (the Civil Code).

⁸⁴ As defined in Law No. 8,935 of November 18, 1994.

⁸⁵ See Chapter V below.

⁸⁶ CMN Resolution No. 5,050 of November 25, 2022, as amended by CMN Resolution No. 5,159 of July 24, 2024. The authorization process follows CMN Resolution No. 4,970/21.

⁸⁷ Fintechs that operate with debit cards, credit cards and card terminals are an example of PIs.

⁸⁸ The exemption from authorization for smaller electronic money issuers, previously provided for in Articles 10 to 13 of BCB Resolution No. 80/21 (as worded by BCB Resolution No. 257/22), was revoked by BCB Resolution No. 494/25, so that every electronic money issuer now requires prior BCB authorization, regardless of the amounts it handles.

⁸⁹ A credit, financing and investment company (“SCFI”), popularly known as a “financeira”, is a non-banking financial institution organized as a corporation, the purpose of which is to grant financing for the acquisition of goods and services and for working capital; it raises funds through bills of exchange, bank deposit receipts and other instruments, but may neither take demand deposits nor maintain checking accounts for its clients. See 4.1 et seq. above.

⁹⁰ Article 16 of BCB Resolution No. 80/21 exempts from BCB authorization as a PI: commercial banks, multiple-service banks with a commercial portfolio and savings banks, for all four modalities under Article 3; multiple-service banks with a credit, financing and investment portfolio and SCFIs, for the modalities of electronic money issuer, post-paid instrument issuer and payment transaction initiator; singular credit unions, for all four modalities, in relation to members and non-members; SCDs, for the modalities of electronic money issuer, post-paid instrument issuer and payment transaction initiator; SEPs, for the modalities of electronic money issuer and payment transaction initiator; microentrepreneur and small business credit companies, for the modalities of electronic money issuer and payment transaction initiator; and securities dealership and brokerage companies, for the modality of electronic money issuer.

⁹¹ Articles 4 to 11 of Joint CMN/BCB Resolution No. 14/25. For the classification of investment activities (restricted or free) and funding activities, all forms of investment and all sources of funds permitted by the specific regulations applicable to each type of institution are taken into account, even if not used, and the funding category with the highest factor prevails; the amount assigned to each category of operational activity does not depend on the number of products and services falling within it; and the start of a new category of activity is conditional upon prior compliance with the new limits. The methodology does not apply to associations and non-profit entities that manage consortium groups, and capital-and-loan credit unions are subject to minimum capital and net worth of R$ 150,000.00, paid in in stages over five years. Joint Resolution No. 14/25 also revoked the minimum capital provisions of the resolutions specific to each type of institution (including BCB Resolution No. 80/21 and CMN Resolutions No. 5,050/22 and No. 5,237/25).

⁹² Article 12 of Joint CMN/BCB Resolution No. 14/25. Joint CMN/BCB Resolution No. 19/26 allowed the balance of the legal reserve (and, for institutions not organized as corporations or limited liability companies, of reserve funds that may only be used to offset losses) to be added for the purpose of calculating the minimum paid-in capital, classified the investment activity of Segment 5 institutions as restricted, included deposits and other funding from government entities among institutional funds, and excluded from the transition regime any increase in the limit resulting from a change of corporate purpose or from a new category of activity. BCB Resolution No. 570/26, in turn, excluded participation in Open Finance from the additional amount relating to technology-intensive services for singular credit unions belonging to cooperative systems.

⁹³ BCB Resolution No. 518/25, which amended BCB Resolution No. 96 of May 19, 2021 (payment accounts), and CMN Resolution No. 5,261/25, which amended CMN Resolution No. 4,753 of September 26, 2019 (deposit accounts).

⁹⁴ BCB Normative Instruction No. 704 of January 29, 2026, which governs the filing of applications for authorization by SPSAVs (in two phases, in the case of providers already in operation), foreign exchange brokerage companies and securities brokerage and dealership companies.

⁹⁵ Article 20 of BCB Resolution No. 520/25 and BCB Normative Instruction No. 701 of January 22, 2026.

⁹⁶ BCB Resolution No. 436 of November 28, 2024, as amended, which classifies the institutions authorized to operate by the BCB and the prudential conglomerates into Type 1 (financial institutions and other institutions in general), Type 2 (payment institutions) and Type 3 (securities brokerage and dealership companies, foreign exchange brokerage companies and, since BCB Resolution No. 580/26, SPSAVs). Until June 30, 2028, SPSAVs are subject to the prudential regime of Segment 4 (S4), regardless of their size.

⁹⁷ CMN Resolution No. 4,893 of February 26, 2021 (financial institutions) and BCB Resolution No. 85 of April 8, 2021 (payment institutions), as amended by CMN Resolution No. 5,274 and BCB Resolution No. 538, both of December 18, 2025, which strengthened the required controls (multi-factor authentication, annual penetration testing, traceability of transactions), with a compliance deadline of March 1, 2026.

V. BRAZILIAN PAYMENT SYSTEM – SPB AND PAYMENT ARRANGEMENTS

5.1. Brazilian Payment System: Law No. 10,214 of March 27, 2001 laid the legal foundations of the Brazilian Payment System (Sistema de Pagamentos Brasileiro, “SPB”) by establishing rules for the clearing and settlement of transfers of funds and other financial assets. Subsequently, Law No. 12,865 of October 9, 2013 introduced the regulation of electronic payments and electronic money. The SPB comprises two segments: financial market infrastructures (“FMIs”) and the payment arrangements that form part of the SPB (“SPB Payment Arrangements”), which are subject to regulation by the CMN and also by the BCB and the CVM in operations falling within their respective competences.

5.1.1. Financial Market Infrastructures: FMIs⁹⁸ are multilateral systems among participating institutions that follow a common set of rules, carry out procedures and maintain an operational structure for the clearing, settlement, centralized deposit and registration of payments and financial assets. FMIs may be organized in different forms, depending on the purpose for which they are established. There are five types of FMI⁹⁹:

payment systems (PS): systems for the settlement of fund transfers or for the settlement of foreign currency and large-value payments, generally operated by central banks;
securities settlement systems (SSS): systems that carry out the final transfer of securities and cash;
central counterparties (CCP): clearinghouses or clearing and settlement service providers that interpose themselves between the counterparties to a transaction in order to guarantee its performance;
central securities depositories and registration entities (CSD): providers of central custody services for financial assets and securities; and
trade repositories (TR): entities that maintain centralized electronic records of transaction data (financial assets and securities, counterparties, derivatives) and may also perform bookkeeping (escrituração) activities.

5.1.1.1. FMIs are operated by the BCB and by the Operators of Financial Market Systems (Instituições Operadoras de Sistemas do Mercado Financeiro – IOSMF)¹⁰⁰, and their participants are the Financial Market Systems (Sistemas do Mercado Financeiro – SMF)¹⁰¹.

5.1.2. Payment Arrangements Forming Part of the SPB: SPB Payment Arrangements¹⁰² are defined as the set of rules and procedures governing the provision to the public of a given payment service that is accepted by more than one payee, with direct access by end users, and which, among other requirements, involve amounts and numbers of transactions above certain thresholds¹⁰³. Their participants – financial institutions and payment institutions¹⁰⁴ – administer the procedures required for a payment system to operate, in compliance with the CMN and BCB regulations. Examples of SPB Payment Arrangements are the credit, debit and prepaid card networks (“card brands”); the institutions issuing or receiving Electronic Funds Transfers (Transferência Eletrônica Disponível – TED); the institutions receiving or collecting payment slips (boletos); and Pix¹⁰⁵.

5.2. Payment Arrangements Not Forming Part of the SPB: Payment arrangements that do not meet the requirements to form part of the SPB¹⁰⁶, or that cannot form part of the SPB under the applicable regulations, are not subject to BCB regulation. Examples include cards issued by large retailers that can only be used at the issuing store or in affiliated networks (private label cards), the payment of public utility services (such as water, electricity and gas), the loading of prepaid transport cards, and meal and food vouchers.

5.3. Payment Arrangements and Payment Institutions: A payment arrangement comprises (i) the financial institutions and the PIs (4.11.2 above), (ii) the means through which payment is made (such as payment slips, credit cards, mobile phones, etc.), and (iii) the arrangement owner (instituidor), which is the legal entity responsible for creating and organizing the arrangement (such as the credit card brands). In a payment arrangement, all the members of the payment chain must adhere in advance to the rules of the arrangement established by the owner, so as to enable the payer and the payee to make and accept payments. Those rules define the procedures and conditions of a payment arrangement (such as the settlement period, security rules and participation requirements).

⁹⁸ FMIs follow the rules and guidance of the Principles for Financial Market Infrastructures (“PFMI”), published in April 2012 by the Committee on Payment and Settlement Systems (CPSS, now CPMI) of the Bank for International Settlements – BIS together with the International Organization of Securities Commissions – IOSCO. The PFMI are international recommendations to be followed by payment systems, central securities depositories, custody and settlement systems, central counterparties and other entities providing infrastructure to financial institutions.

⁹⁹ These five types of FMI are established by the PFMI.

¹⁰⁰ BCB Resolution No. 304 of March 20, 2023. In March 2026, the BCB submitted to Public Consultation No. 129/2026 a proposal to revise the regulation annexed to that Resolution, which had not yet been concluded as of August 2026.

¹⁰¹ Examples of SMFs are the Instant Payment System (Sistema de Pagamentos Instantâneos – SPI), the Special System for Settlement and Custody (Sistema Especial de Liquidação e Custódia – SELIC) and the Reserves Transfer System (Sistema de Transferência de Reservas – STR).

¹⁰² BCB Resolution No. 150 of October 6, 2021, as amended by BCB Resolution No. 522 of November 10, 2025 (“BCB Resolution No. 150/21”).

¹⁰³ Under Article 2, item II, of BCB Resolution No. 150/21, payment arrangements whose participants, taken together, present volumes below R$ 20 billion in total transaction value and below one hundred million transactions in the preceding 12 months do not form part of the SPB; once either of those thresholds is exceeded, the arrangement becomes part of the SPB and requires BCB authorization.

¹⁰⁴ See 4.11.2 above.

¹⁰⁵ In order to modernize the SFN and make transfers faster, more efficient and more accessible, the BCB established the Pix payment arrangement through BCB Resolution No. 1 of August 12, 2020. Pix is a free, instant payment system, available on a permanent (24/7) basis, which has achieved broad acceptance and steadily growing adoption by the public. Recent developments include Pix Automático (automatic recurring payments, 2025), contactless Pix (Pix por aproximação, 2025) and the enhanced Special Refund Mechanism – MED 2.0 (in force since February 2, 2026), which allows funds to be traced and blocked in intermediary accounts in cases of fraud.

¹⁰⁶ BCB Resolution No. 150/21.

VI. OPEN FINANCIAL SYSTEM – OPEN FINANCE

6.1. In order to increase the efficiency of the SFN and of the SPB, encourage innovation and promote competition among their participants, on May 4, 2020 the CMN and the BCB issued Joint Resolution No. 1 (“Joint Resolution No. 1/20”), as amended¹⁰⁷, which established Open Finance, consisting of the standardized sharing of data and services through the opening up and integration¹⁰⁸ of the systems of financial institutions, payment institutions and other institutions authorized to operate by the BCB. Since then, the BCB has been issuing rules and technical manuals for the gradual implementation of Open Finance.

6.2. The mandatory participants in Open Finance are: (i) for data sharing, (a) the institutions classified in Segments 1 (S1) and 2 (S2) of the prudential segmentation¹⁰⁹, and (b) individual institutions and institutions belonging to conglomerates with more than five million customers; (ii) for the sharing of the payment transaction initiation service, (a) the institutions that are mandatory participants in Pix, (b) account-holding institutions belonging to conglomerates that include mandatory Pix participants, and (c) payment transaction initiators; and (iii) for the sharing of the credit proposal forwarding service, the financial institutions that have entered into correspondent agreements covering the receipt and forwarding of credit proposals through an electronic platform. Open Finance also allows the voluntary participation of institutions and may exempt institutions from participation, provided that they meet certain requirements established by the BCB.

6.3. With the customer’s consent (whether an individual or a legal entity), Open Finance allows the sharing, among one or more participating institutions, of the customer’s registration data (such as name, taxpayer number, address and telephone number), account and credit card statements, credit transactions, investments, foreign exchange transactions and other financial data related to the customer’s checking account and banking history. Such sharing enables participating institutions to offer products better suited to the customer’s profile, with better rates and lower fees, and to speed up the processes for contracting products and opening accounts. It also facilitates the use of electronic platforms for transferring money between accounts, making online payments, scheduling transfers between institutions, setting up recurring payments, linking accounts for debits on e-commerce websites and in digital wallets, and other operations.

6.4. Joint Resolution No. 15 of November 28, 2025 brought the portability of credit transactions into Open Finance, so that, since February 2026, portability is processed through the ecosystem within a maximum of three business days¹¹⁰. Law No. 15,252 of November 4, 2025, in turn, provides for the rights of individuals who use financial services, guaranteeing, among other things, the automatic portability of salaries and benefits to an account held with the institution of their choice, the authorization of automatic debits from an account held with another institution for the payment of credit transactions, the right to information on the total effective cost of transactions, and a minimum notice period of 30 days for the communication of interest rate increases; the law is to be regulated by the CMN and the BCB.

¹⁰⁷ Joint Resolution No. 1/20 was amended by Joint Resolutions No. 2 of November 30, 2020, No. 3 of June 24, 2021, No. 4 of March 24, 2022 (which replaced the name “Open Banking” with “Open Finance”), No. 7 of October 26, 2023, No. 10 of July 4, 2024 and No. 15 of November 28, 2025. The governance structure of Open Finance is governed by BCB Resolution No. 400 of July 4, 2024.

¹⁰⁸ Data and services are shared through APIs (Application Programming Interfaces), which are interfaces used worldwide for communication between software applications over the internet.

¹⁰⁹ CMN Resolution No. 4,553 of January 30, 2017. S1 comprises multiple-service banks, commercial banks, investment banks, foreign exchange banks and savings banks whose size is equal to or greater than 10% of GDP or which carry out relevant international activity, and S2 comprises the same institutions whose size is below 10% and equal to or greater than 1% of GDP, as well as the other institutions whose size is equal to or greater than 1% of GDP. The criteria for mandatory participation in Open Finance were amended by Joint Resolution No. 10 of July 4, 2024, in force since January 1, 2025.

¹¹⁰ Joint Resolution No. 15 of November 28, 2025, which inserted Section IV-A into Joint Resolution No. 1/20, and BCB Resolution No. 526 of December 3, 2025.

Author: Daniel F. Pita

Chiarottino e Nicoletti Advogados

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