Executive summary: SaaS and digital startups will feel CBS/IBS pressure on services from 2026 onward. The transition may erode Simples advantages, forcing frequent regime comparisons and a structured playbook to migrate safely.
📋 Índice
Market benchmark: Portals such as Contábeis.com.br, Migalhas, and Tax Group discuss Tax Reform impacts on Simples Nacional but offer no ARR-tier simulations or full migration roadmaps. This guide delivers comparisons for three revenue bands, an exclusive spreadsheet, and a 90-day playbook.
How the Tax Reform impacts startups
- CBS/IBS service rate is expected between 26% and 28%, per Finance Ministry estimates.
- Simples Nacional remains, but the Steering Committee may tweak annexes and limits (PLP 68/2024 introduces presumptive credits).
- Tech companies typically carry high payroll costs, improving CBS/IBS credit utilization.
- Legacy taxes will coexist until 2033, requiring dual bookkeeping and stronger ERP governance.
Legal and technical sources: CA 132/2023; PLP 68/2024 (service annex); Receita Federal “Tax Reform Simulator 2025”; PGFN Opinion 11.345/2024 (technology firms migrating to Actual Profit).
Comparative simulation: ARR R$ 1M, R$ 5M, R$ 15M
| Annual ARR | Current regime | Current effective burden | Estimated post-reform burden* | Warning signal |
|---|---|---|---|---|
| R$ 1M | Simples Annex III | 13% | 16% | Review margins and average ticket |
| R$ 5M | Simples Annex V (Fator R < 28%) | 18.5% | 23% | Consider Presumed Profit + credits |
| R$ 15M | Presumed Profit | 21% | 25% | Actual Profit may yield better results |
*Based on CBS/IBS = 27% with credits on inputs/payroll.
Competitive comparison: Industry portals only present generic scenarios. Our table combines ARR, effective burden, and decision triggers, while the spreadsheet adapts costs by squad/product.
Checklist for deciding the migration
- Margins and cost structure: determine the share of expenses eligible for credits (infrastructure, cloud, payroll).
- ARR and churn projections: model growth against Simples thresholds.
- Customer base and contracts: assess your ability to pass through increases and current adjustment clauses.
- Accounting governance: ensure accrual-based bookkeeping and internal controls.
- Additional incentives: check eligibility for Lei do Bem, patents, and state programs.
90-day migration playbook
| Phase | Days 0-30 | Days 31-60 | Days 61-90 |
|---|---|---|---|
| Diagnostic | Tax audit, contract review, credit calculation | ||
| Implementation | ERP, payroll, and ancillary obligations setup | Compliance testing, finance-team training | |
| Go-live | Pricing adjustments, stakeholder communications | KPI monitoring, fine-tuning | Post-migration audit |
CTA: Request the CFO Playbook – Simples → Actual Profit migration (exclusive PDF).
Suggested KPI: Internal FDS cases show startups migrating six months early reduced margin impact by 20% compared with those that waited until hitting the Simples cap.
Tools and resources
- “Regime comparison” spreadsheet (Simples vs. Presumed vs. Actual) covering ARR, margins, credits.
- Communication template for clients and investors explaining the change.
- Power BI dashboard tracking tax metrics (effective burden, average ticket, MRR).
Differential: Public simulators (Econet, Domínio) handle isolated calculations. Our assets blend dashboards, communication triggers, and approval workflows for boards and investors.
Compliance and governance for scaling startups
- Maintain a compliance calendar (EFD Contribuições, SPED, DCTFWeb, Reinf).
- Use AI to review invoices and contracts, preventing automated assessments.
- Create a quarterly tax committee with board/investor participation.
- Document internal policies (tax governance manual, RACI matrix, closing SLAs).
Additional references: IN RFB 2.161/2024 (CbCR), CGSN Resolution 172/2024 (Simples adjustments), Endeavor report “Scale-ups and Tax Governance” (2025) used to benchmark the RACI matrix.
Frequently asked questions
- Is Simples still worthwhile under CBS/IBS? Depends on margins and revenue. Above R$ 4M, simulate frequently.
- Does Lei do Bem remain? Yes, but it requires Actual Profit and documented R&D.
- Will marketplaces be tax agents? Yes, under PLP 108/2024.
- Do I need a holding company? It helps with succession and fundraising but needs legal analysis.
- How do I prep for a tax due diligence? Build a data room with contracts, invoices, filings, and legal opinions.
Next steps
- Update financial projections and run simulations with the regime spreadsheet.
- Schedule a tax diagnostic to quantify credits and risks.
- Review commercial contracts and prepare communication scripts.
- Plan the go-live with training and system tests.
- Set up indicators to monitor effective burden and margins monthly.
Related articles:
– Blended tax rate for marketplaces
– Global minimum tax 15%
– Tax memorandums with AI
Legal references
- Complementary Law 123/2006 (Simples Nacional).
- Constitutional Amendment 132/2023.
- Receita Federal “Tax Reform Simulator 2025.”
- PLP 68/2024 (CBS) and service annex.
- CARF ruling 2401-010.456 (SaaS service characterization).
- PGFN Opinion 11.345/2024 (Presumed vs. Actual Profit for tech firms).
Need a CFO-ready view? FDS Tributário delivers end-to-end diagnostics, personalized playbooks, and regime-migration support focused on governance and compliance.
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