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One of the changes being considered is the removal of the annual revenue cap for companies eligible to conduct offerings. The regulatory focus would shift to the maximum amount raised rather than the company’s revenue size.
CVM Targets R$50 Million Crowdfunding Cap and Liquidity for Tokenized Assets
CVM discusses raising the crowdfunding cap to R$50 million and creating a secondary market for tokens
The Brazilian Securities and Exchange Commission (CVM) is discussing the modernization of Resolution 88, which regulates investment crowdfunding in Brazil. Proposals include raising the current fundraising cap from R$25 million to R$50 million under specific circumstances. The regulator is also evaluating mechanisms to provide liquidity for tokenized assets, a move seen as essential to unlocking a secondary market in the segment.
The discussion took place during Token Summit Brasil, in a panel featuring representatives from the financial market, the crypto sector and the financial services industry. Participants included José Alexandre Freitas, CEO of Oliveira Trust; Henrique Lisboa, partner at VBSO Advogados; Diego Pérez, vice president of ABcripto; Antônio Berwanger, CVM superintendent; and Erika Lacreta, executive manager at ANBIMA.
CVM Reviews New Framework for Fundraising
The proposed changes under consideration would replace the current Resolution 88 framework with a structure offering greater fundraising capacity and allowing new types of issuers to participate. According to Henrique Lisboa, the vast majority of distribution transactions involving tokenized assets currently take place under Resolution 88. He added that ownership of these products is tracked through DLT-based registration (Distributed Ledger Technology), a technology also known as blockchain.
The current offering cap is R$25 million. As part of the discussions on modernizing the rules, proposals would allow fundraising of up to R$50 million under certain circumstances. The new framework would also broaden the range of eligible issuers to include individual rural producers, agribusiness cooperatives and registered securitization companies.
Liquidity and the Secondary Market on the Agenda
In the panel participants’ view, expanding fundraising capacity is only the first stage in the market’s development. The next step depends on creating liquidity mechanisms that allow investors to exit their investments before maturity.
Currently, the difficulty of trading these assets before maturity leaves some invested capital tied up for extended periods, reducing the attractiveness of these instruments. Alternatives under discussion include issuers repurchasing their own securities and allowing investors greater flexibility to trade assets among themselves.
Antônio Berwanger, CVM superintendent, stated that registered securitization companies could help the market address these challenges. In his view, the key factor is the level of transparency required of these institutions, which are already subject to disclosure requirements and periodic reporting obligations to the CVM. Berwanger described this development as a decisive step toward establishing a more structured secondary market, offering investors greater predictability and access to information.