Debts relating to goodwill may be included into tax settlement agreement until July 2022

On May 03, the Federal Treasury and the Federal Revenue of Brazil jointly published the Notice 09/2022, which elected “Goodwill amortization before rules of Law No. 12,973/14” as the second tax thesis subject to a TAX SETTLEMENT AGREEMENT based on Law no. 13,988/2020 and Ordinance ME nº. 247/2020. The adhesion term is from May 02 to July 29, 2022.

The main rules applicable to said Tax Settlement Agreement are as follows:

• The following theses are eligible to be included: (i) goodwill connected to transactions occured until December 31, 2017, and in which equity has been acquired until December 31, 2014 (ii) the correspondent Social Contribution on Net Income (CSLL).
• The case must not be closed on the merits, meaning that they must be pending a final decision.
• Obligation for the company to include all its administrative and judicial functions dealing with each adhered thesis.
• Judicial deposits must be fully converted into income and only the remaining amount will be subject to discounts.
• Enrollment implies confession of the debt.
• Enrollment does not allow the release of liens on assets, which will only occur after full settlement.

Once these conditions are met, taxpayers apply the following payment terms:

• I – 5% of advance payment, without discounts in up to 5 installments. Remaining amount with a 50% discount on the total amount, in up to 7 installments;
• II – 5% of advance payment, without discounts in up to 5 installments. Remaining amount with a 40% discount on the total amount, in up to 31 installments;
• III – 5% of advance payment, without discounts in up to 5 installments. Remaining amount with a 30% discount on the total amount, in up to 55 installments.

In this way, taxpayers must carefully evaluate their specific case (since each goodwill amortization has its peculiarities), calculate and compare the relevance of the discounts in view of the chances of success and consider the impact of the need to waive all cases that have the same subject.

Please let us know should you need any further clarification.