Complementary Laws No. 214 of 2025 and No. 227 of 2026 redefine the criteria applicable to property taxes, bringing direct impacts to taxpayers, estate planning, and real estate transactions as early as 2026.
By Nicolle Alcântara
Legale Overseas, no. 970.
Complementary Laws No. 214/2025 and No. 227/2026, enacted within the scope of the Brazilian Tax Reform, introduced significant adjustments to the rules governing the Tax on Inheritance and Gifts (ITCMD) and the Tax on the Transfer of Real Estate (ITBI). These changes establish new parameters for taxable events, calculation bases, and oversight, already applicable as of 2026.
These modifications directly impact taxpayers, estate planning strategies, and real estate transactions, particularly in situations involving the organization, transfer, and restructuring of assets. They also require greater attention to tax assessment, making it essential to analyze the key aspects introduced by the new regulations.
ITCMD
With respect to ITCMD, the complementary legislation introduced relevant changes, including:
- the mandatory adoption of progressive tax rates, subject to the maximum limit set by the Federal Senate, currently up to 8%;
- the determination of the tax base based on the fair market value of the transferred asset or right;
- changes to the methodology for calculating the tax base in transfers of quotas and shares of non-listed companies, which now considers the company’s adjusted net equity, plus goodwill;
- the possibility of aggregating successive donations made between the same donor and the same donee for ITCMD purposes, aiming to prevent artificial fragmentation of asset transfers;
- the tax treatment of trusts, linking the incidence of ITCMD to the moment of the effective transfer of wealth to the beneficiary, rather than at the mere establishment of the structure; and
- the regulation of ITCMD on transfers involving assets, rights, and wealth structures located abroad.
The current mismatch between federal legislation and the State of São Paulo’s ITCMD law creates, in practical terms, a window of opportunity concentrated in 2026 for estate and succession planning within the State, especially regarding donations of quotas.
Until São Paulo’s legislation is effectively updated — which, even under the most optimistic scenario, should only take effect from 2027 — the current ITCMD rules remain applicable, with a fixed rate of 4% and a less burdensome tax base. This represents a strategic period to reorganize assets, anticipate transfers, and structure donations or successions in a lawful, efficient, and financially advantageous manner, ahead of the expected increase in the tax burden.
ITBI
Regarding ITBI, the changes introduced by the complementary legislation reinforce the standardization of concepts related to onerous transfers of real estate, aligning the tax with the constitutional guidelines of the Tax Reform.
There have been advances in defining the taxable event, particularly to exclude situations that do not involve an effective transfer of ownership, as well as in establishing criteria for property valuation for purposes of calculating the tax base, based on the asset’s value under normal market conditions.
Vaz de Almeida Advogados has solid expertise in Tax Law and closely monitors the developments of the Tax Reform. Our team operates strategically, providing technical certainty in the interpretation and implementation of these changes.
Translation Disclaimer
This document was originally drafted in Portuguese and subsequently translated into English using artificial intelligence (AI).
—
Follow us on LinkedIn >
People & Community >
Meet Our Leaders >
Awards, Seals, and Recognitions >
News: Quality Content on Our Portal >
—
Tax Law >
Corporate Law >
Automotive Sector Relations >
Conflict Prevention and Resolution >
Labor Relations, Global Mobility, and People Management >
Intellectual Property >
ESG, Environmental, and Sustainability >
Innovation, Digital Law, and Cybersecurity >
Infrastructure, Real Estate, and Construction Law >
Administrative, Public, and Regulatory Law >
—
Our publications aim to communicate the legal perspective on relevant developments and provide context to the most significant legal events that may affect companies and organizations. Specific cases require personalized technical attention to the facts and should seek customized legal advice before taking any legal or paralegal action. If you, your company, or your board of directors need counsel, contact a trusted attorney.
«Legale», «Legale Overseas», «Articles», «Especial», «Tax Panel», «Tax Alert», «Projects» e «News & Alerts» are periodic publications intended as a service to the business community. These materials may include links to third-party websites to facilitate access to referenced services and publications. However, we are not responsible for the integrity of third-party links, which may encounter issues such as server failures, network security vulnerabilities, or other accessibility problems.
—
+55 19 3252-4324
Barão de Itapura, 2323
8th floor, Guanabara
Campinas, SP
Brazil
