By Brazil Stock Guide – B3 S.A. (B3: B3SA3) said it received a new tax assessment from Brazil’s Federal Revenue Service for the 2021 and 2022 fiscal years, questioning the use of tax-loss carryforwards stemming from the amortization of goodwill booked in the merger of Bovespa Holding S.A. into BM&FBovespa. The total amount challenged reaches BRL 931 million, split between BRL 674 million in corporate income tax (IRPJ) and BRL 257 million in social contribution on profit (CSLL).
The São Paulo-based exchange reaffirmed that the goodwill was established and amortized in line with tax regulations and noted that in 2024 and 2025 it obtained two final and favorable rulings from the Administrative Council of Tax Appeals (Carf) canceling previous assessments on the same issue. B3 added that no significant goodwill-related tax losses have been used since 2022.
Chief Financial, Corporate and Investor Relations Officer André Veiga Milanez said the company will file a formal appeal within the legal deadline and “reaffirm its position that the goodwill was properly established in full compliance with fiscal legislation.”
The dispute revives a long-running tension between large corporations and Brazil’s tax authority over the deductibility of goodwill created in corporate reorganizations during the 2000s. For B3, the case relates to the 2008 combination that formed the country’s unified stock-exchange platform. Its outcome could set a precedent for how long-standing goodwill from corporate mergers is treated under Brazilian tax law.