The Brazil Securities Commission (CVM) opened a public consultation on a draft rule that would fully replace Resolution CVM 88 and modernise the framework for exempt public offerings carried out via electronic investment crowdfunding platforms. The proposal aims to broaden the regime to reflect market developments such as the growth of securitisation and greater participation by the agribusiness sector, while keeping proportionality, simplicity and investor protection as core principles. Key changes include expanding eligible issuers and instruments to cover CVM-registered securitisation companies, individual rural producers and agricultural cooperatives, and removing the revenue cap for unregistered business companies. Proposed fundraising caps would be BRL 25 million for business companies and agricultural cooperatives, BRL 50 million for securitisers and BRL 2.5 million per harvest for rural producers. The draft also converts the investor’s global investment cap into a per-platform limit and allows reinvestment of amounts received in the same calendar year without counting toward the annual limit, alongside adjustments to offer procedures (including lock-up and the use of additional lots), a pathway for “distribution by account and order” to support integration with traditional distributors, changes to subsequent transactions including issuer repurchases, and enhanced disclosure through issuer-specific information annexes and platform performance indicators. Comments can be submitted until 23 December 2025. The consultation includes a main draft (Minuta A) and an ancillary draft with complementary adjustments (Minuta B), and CVM indicated the drafts were not preceded by a regulatory impact analysis on the basis that they fall within applicable exemptions.

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