1. Creation and Regulation of the SBCE
Law No. 15,042, of December 11, 2024, established the Brazilian Greenhouse Gas Emissions Trading System (SBCE) (Art. 3), a carbon pricing mechanism that attributes measurable economic relevance to the emission of these gases. Its implementation is staggered over five phases (Art. 50), from regulation to full operation.
The International Carbon Action Partnership classified the SBCE as a “cap-and-trade” system: the State sets a cap, and regulated entities fulfill their obligations by reducing emissions or acquiring compensatory assets. Operators of facilities and sources that emit more than 10,000 tCO2e annually are subject to regulation and are required to have a monitoring and reporting plan, while those exceeding 25,000 tCO2e are also subject to the periodic reconciliation of obligations (Arts. 29, 30 and 34).
The cap will be established in the National Allocation Plan, prepared by the managing body and approved by the Interministerial Committee on Climate Change (Arts. 7, II, and 21), twelve months in advance (Art. 21, § 1, II). The Permanent Technical Advisory Committee (CTCP), an advisory body (Art. 9), was regulated by Decree No. 12,768/2025 and established in March 2026. Composed of representatives of the Federal Government, the States, operators, academia and civil society (Art. 9, § 1), it is responsible for supporting the accreditation of methodologies for generating Verified Emission Reduction or Removal Certificates (CRVEs) and the preparation of the Plan (Art. 9, I and II), with prior consultation of its Regulatory Affairs Chamber being mandatory with regard to the managing body’s main regulatory powers (Art. 9, §§ 2 and 3).
2. Tradable Assets
The law establishes two tradable assets: the Brazilian Emissions Allowance (CBE) and the CRVE (Art. 10), recognized only upon registration in the SBCE Central Registry (Art. 10, sole paragraph), a platform that records the granting, transfer and cancellation of the assets and tracks transactions (Arts. 23 and 24). The Registry still lacks secondary regulation, but Decree No. 12,677/2025 created the Extraordinary Secretariat for the Carbon Market within the Ministry of Finance, which has been structuring the System throughout 2026.
The CBE is a fungible and tradable asset representing the right to emit 1 tCO2e, granted by the managing body free of charge or for consideration, the latter through an auction (Arts. 2, VI, and 11, § 1). It serves to discharge the operator’s obligations and may be used in different commitment periods if authorized by the National Allocation Plan (Art. 11, § 2).
The CRVE represents the effective reduction or removal of 1 tCO2e, through an accredited methodology and registration in the SBCE (Art. 2, III), and may be used in the reconciliation up to the percentage established in the National Allocation Plan (Art. 12, I). When traded in the financial and capital markets, SBCE assets and carbon credits are securities subject to Law No. 6,385/1976, whose Art. 2 was amended to expressly list them (Arts. 14 and 54) — except for private placements, which are outside the scope of CVM regulation (Art. 14, sole paragraph).
With regard to the certifier, Art. 26, I and II, of Law No. 15,042/2024 requires a Brazilian legal entity and minimum share capital equivalent to that of a mortgage company, by reference to Art. 1 of BCB Resolution No. 2,607/1999, historically corresponding to R$ 3,000,000.00 — a reference rendered uncertain by the repeal of the banking regulations that supported it.
The repeal does not eliminate the legal requirement, but creates uncertainty regarding the amount required until the managing body issues regulations or the applicable parameter is defined by legislation.
3. Tax Treatment of Carbon Credits
Art. 17 of Law No. 15,042/2024 subjects gains from the disposal of carbon credits and the assets referred to in Art. 10 to Income Tax under three regimes: the taxpayer’s own regime, for developers that initially issued the asset (I); the net gains regime, on stock exchanges and organized over-the-counter markets (II); and the capital gains regime in other cases (III), included in the Corporate Income Tax (IRPJ) tax base according to the applicable assessment regime (§§ 2 and 3). The rules also apply to the Social Contribution on Net Income (CSLL) (§ 5).
Expenses for the reduction or removal of emissions linked to SBCE assets are deductible under the actual profit regime and, for Corporate Income Tax (IRPJ) or Individual Income Tax (IRPF), expenses necessary for the generation of carbon credits are deductible, including administrative and financial expenses related to issuance, registration, trading, certification and recordkeeping (Art. 17, § 1); cancellation of the assets for offsetting purposes preserves deductibility (Art. 18).
The conversion of a carbon credit into an SBCE asset is not a taxable event (Art. 17, § 4); proceeds from disposals are not subject to PIS/Pasep and Cofins (Art. 19); and differences in accounting criteria do not affect the assessment of federal taxes (Art. 20).
Under the Tax Reform, Complementary Law No. 214/2025 does not expressly regulate these assets by name, but covers them by classifying them as securities. Its Art. 6, VII, excludes IBS and CBS from other transactions involving bonds or securities, subject to the specific regime for financial services — a provision reproduced by CGIBS Resolution No. 6/2026 and Decree No. 12,955/2026. As Law No. 15,042/2024 classifies these assets as securities when traded in the financial and capital markets (Art. 14), their disposal in this environment will, in principle, fall within the non-incidence rule.
Thus, the disposal of CBE, CRVE or a carbon credit held by the taxpayer itself tends not to be subject to IBS and CBS. The specific regime will apply when there is financial activity as such — acquisition, trading, settlement, custody, brokerage, distribution and other forms of intermediation by a financial entity (Art. 182, III, of Complementary Law No. 214/2025) — in which case the revenue or margin from the service is taxed (Art. 192).
