Federal Revenue Service changes rules and establishes a new requirement for identifying ultimate beneficial owners

New obligations require attention from companies and the financial market

The Federal Revenue Service published Regulatory Instruction 2,290/2025 and introduced changes in the way of identifying the ultimate beneficiaries of companies, investment funds, and legal arrangements.

The main changes include:

• Creation of the Digital Final Beneficiary Form (e-BEF) for providing information, including a pre-fill feature;
• Requirement for information related to investment funds, including in the case of complex structures (funds whose shareholders are other funds);
• Integration of information with the CNPJ (National Register of Legal Entities);
• New deadlines and penalties for delays or omissions of information;
• Increased cross-checking and monitoring of information;
• Criminal liability for providing false information.

The law aims to combat illegal practices such as money laundering and asset concealment, as well as aligning Brazil with international recommendations from Financial Action Task Force (Gafi) and Organization for Economic Cooperation and Development (OCDE).

Creation of e-BEF

The Digital Final Beneficiary Form (e-BEF) is an electronic tool for companies and entities to clearly report who actually owns, controls, or benefits from their activities. The e-BEF will feature a data pre-fill function.

In addition, the rule establishes the integration of data with the National Register of Legal Entities (CNPJ), requiring detailed information on the final beneficiaries of investment funds, including those with more complex structures, such as funds composed of other funds.

The obligation applies to:

• Civil and commercial companies, associations, cooperatives, and foundations, including suspended and inactive ones, headquartered in the country and registered with the CNPJ.
• Financial institutions and investment fund managers;
• Entities or legal arrangements (trusts) domiciled abroad that hold rights, engage in activities, or carry out legal acts or transactions in the country that require registration with the CNPJ.

The following are exempt: public companies, mixed-capital companies, corporations and their subsidiaries, individual microentrepreneurs (MEIs), and sole-member companies.

Deadlines for e-BEF submission

• General validity: January 1, 2026, with a progressive phased implementation of the obligation for certain groups (see table below).
• 30 days from registration with the CNPJ, change of beneficiaries, or the date when the entity becomes subject to the obligation;
• Annual mandatory update by the last day of each calendar year, even if there are no changes.

Progressive implementation

Penalties

Omission or inaccuracy in the e-BEF may result in penalties, such as suspension of the CNPJ and fines for late filing.

The implementation of the standard will begin on January 1, 2026, with a gradual mandatory phase, establishing specific deadlines for different groups of companies and entities.

Legal compliance

The DPC Paralegal team is available to advise companies on the new provisions, helping them to maintain business regularity and compliance. Contact us at: dpc@dpc.com.br.