Retail and e-commerce tax expertise. DIFAL, ICMS-ST, Simples 2027.

The retail tax landscape

Brazilian retail tax structure combines federal, state, and municipal layers — with industry-specific complexity in three dimensions:

• ICMS-ST (Substitution) — state-level VAT with presumed margin. For low-margin retail (basic foods, hygiene, beverages), STF Theme 201 (RE 593.849, 2016) allows refund of overpaid ICMS-ST when retail margin falls below presumed margin;
• DIFAL (Differential between interstate ICMS rates) — applies to interstate transactions to final consumer. Currently undergoing regulatory normalization under LC 190/2022 and STF Theme 1.093 (RE 1.287.019, 2021);
• Marketplace seller regime — platforms (Amazon, Mercado Livre, Magazine Luiza, Shopee) operate complex ICMS-ST mechanics. Sellers face tax classification disputes and recovery opportunities.

For technical glossary on state-level tax, see ICMS; for the small business regime, see Simples Nacional.

Simples Nacional Decision 2027 — critical window

The Tax Reform 2026—2033 creates an unprecedented strategic dilemma for retailers in Simples Nacional (the simplified regime for businesses up to BRL 4.8M annual revenue).

The decision

By September 2026, all Simples Nacional retailers must decide whether to:

1. Remain in Simples Nacional — pay simplified single-payment tax (DAS-MEI/PGDAS-D), but cannot generate IBS/CBS credit for downstream B2B customers;
2. Migrate to Lucro Presumido or Lucro Real — face higher compliance burden but generate full IBS/CBS credit for B2B customers, preserving competitiveness in B2B markets.

Strategic consequence

For pure B2C retailers (selling only to final consumers), remaining in Simples Nacional remains optimal — final consumers cannot credit IBS/CBS. For B2B-oriented retailers (selling to corporate customers in Lucro Real), staying in Simples post-2027 makes their pricing effectively higher than competitors — corporate customers prefer suppliers who pass full IBS/CBS credit.

This 30-day decision window in September 2026 is one of the most consequential tax decisions in recent Brazilian retail history.

ICMS-ST recovery — STF Theme 201

Manufacturers using ICMS-ST regime collect tax on behalf of the entire downstream supply chain — based on a presumed margin defined by state authorities. When retail sells below presumed margin, STF Theme 201 (RE 593.849, 2016) consolidated retail's right to refund.

Recovery mechanics

• Compare presumed margin (used by state for ICMS-ST calculation) × actual retail price;
• Calculate overpaid ICMS-ST = (presumed margin − actual margin) × ICMS rate × volume;
• Process administrative refund or judicial action depending on state procedure;
• Most material for low-margin categories: beverages, hygiene products, basic foods, automotive parts.

Typical retail operation (BRL 200M revenue, mixed low-margin SKUs) recovers BRL 5—20M over 5-year retrospective window.

Marketplace seller regime

Sellers on Amazon, Mercado Livre, Magazine Luiza, Shopee, and other marketplaces face distinct tax mechanics depending on:

• Marketplace ICMS-ST collection — some marketplaces collect ICMS-ST on behalf of sellers, others require sellers to compute themselves;
• Interstate operations — varying state ICMS rates create classification complexity;
• Returns and refunds — proper documentation in SPED Fiscal is critical to avoid double taxation;
• Fee deductibility — marketplace fees creditable as PIS/COFINS input under broad input concept (STJ Theme 779).

For sellers operating across multiple marketplaces and states, consolidated tax reporting and credit reconciliation require dedicated compliance pipelines. For SPED Fiscal compliance, see our dedicated solution.

Omnichannel operations and the centralizing holding

Retail networks that combine physical stores, e-commerce, dark stores, and cash-and-carry (atacarejo) face material corporate-structuring decisions. Whether to consolidate everything under a single CNPJ or to segregate activities across distinct legal entities is rarely a purely operational choice — it reshapes the group's effective tax burden, compliance footprint, and liability exposure.

The recurring questions in an omnichannel structure are:

• Single entity vs. segregated entities — consolidating all channels under one CNPJ simplifies governance, while segregating activities into separate entities can isolate operational risk and optimize per-channel taxation;
• State-level differentials — how to capture interstate ICMS advantages without mischaracterizing the operation or triggering anti-avoidance scrutiny;
• Patrimonial holding for commercial real estate — when separating the stores' real estate into a dedicated holding is justified, and how to keep it economically substantive (formal, regularly paid lease agreements) rather than a "paper" structure that can be disregarded.

Designing the optimal structure is specific to each operation: it weighs total tax burden, compliance costs, operational risk, and exposure to liabilities. See our tax planning solution, which connects this structuring work to channel-by-channel recovery of credits opportunities.

Brazilian retail and e-commerce by the numbers (2024—2026)

Understanding the scale and structure of Brazilian retail is essential to gauge how much tax weight the sector carries:

• ~11% of Brazilian GDP under the retail-trade definition (IBGE), with roughly BRL 2.2 trillion in sales in 2024 — the third-largest sector of the economy by value added;
• Approximately 4 million companies in Brazilian retail (Empresômetro/IBPT), with a heavy presence in Simples Nacional — an estimated 90%+ of all companies, but a smaller share of revenue;
• Brazilian e-commerce posted ~BRL 235.5 billion in 2025 (ABComm, +15.3%; 438.9 million orders, average ticket ~BRL 536), with a projection above BRL 258 billion in 2026 — heavily concentrated in marketplaces (Mercado Livre, Amazon, Shopee, Magalu, Americanas, Casas Bahia);
• Effective retail tax burden between 15% and 32% of revenue — varying dramatically by regime (Simples 4—19%, Presumido 14—22%, Real 25—32%) and by category (reduced-rate basic food basket, full-rate appliances/cosmetics, single-stage PIS/COFINS);
• Approximately BRL 30—50 billion/year in potential ICMS-ST recovery across Brazilian retail (sales below the presumed MVA) — a significant opportunity universe that many retailers do not track.

The 2027 Tax Reform changes this equation dramatically — particularly for B2B retailers in Simples and categories currently under a single-stage regime. For operational detail, see tax reform.

Most common retail and e-commerce tax mistakes

The complexity of Brazilian retail breeds recurring errors that surface in audits. These are the patterns TaxUp most often finds in sector diagnostics:

1. Not tracking actual margin against presumed margin in ICMS-ST: the retailer buys goods from the manufacturer with ICMS-ST prepaid on a presumed margin (MVA), sells below that price, and never claims the refund (STF Theme 201, RE 593.849). In mid-sized chains, the recoverable balance can reach 1.5—4% of revenue.
2. Miscalculated DIFAL in multi-state e-commerce: each state has a different internal rate, a separate tax-substitute registration, and its own remittance deadline. E-commerce operations that sell to every state without a parameterized system get DIFAL wrong — exposure to assessments for underpayment or to overpayment.
3. Incorrect NCM on imported products: e-commerce operations that import directly often reuse the parent company's NCM code without adapting it to the Brazilian regime. This exposes the importer to assessment by the Receita Federal for misclassification — a qualified penalty is possible.
4. Marketplace sellers in Simples without withholding control: the platform withholds ICMS/ISS, but the seller never reconciles it against the e-invoices issued. In an audit, the divergence between what was withheld and what was declared comes to light.
5. Holding companies for store real estate without a formal lease: the retailer sets up a holding company for its properties, but the operating entity uses those properties without a formalized, regularly paid lease — a setup that can be challenged as a "paper" holding.
6. Failure to migrate out of Simples in time: a company close to the R$4.8M ceiling with consistent growth that fails to plan its migration — once it crosses the cap, it faces emergency exclusion with significant operational disruption.

A retail tax diagnostic identifies these exposures before they turn into assessments — a cross-analysis of SPED Fiscal, EFD-Contribuições and the e-invoices issued. For the structural compliance pipeline behind this, see our tax compliance solution.

Digital-platform regime and split payment — what changes for marketplace sellers

For anyone selling on a marketplace, the Reform reorganizes two things at once: who is liable for the tax and when it is collected. LC 214/2025 creates a dedicated digital-platform regime — aligned with the OECD deemed supplier standard — and pairs it with split payment, the segregation of IBS and CBS at the moment the payment is financially settled.

The definition of a digital platform sits in art. 22, §1 of LC 214/2025: it is the intermediary of a non-presential transaction that controls at least one essential element — charging, payment, the definition of terms and conditions, or delivery. (Art. 21 deals with the IBS/CBS taxpayer in general; it is §1 of art. 22 that defines the platform.) Once that control is established, the caput and items of art. 22 assign liability in two distinct cases:

• Foreign supplier — when the seller is resident or domiciled outside Brazil, the platform answers for the transaction's IBS/CBS in substitution for the supplier.
• Domestic supplier without a fiscal document — when the Brazilian seller does not record the transaction in an electronic fiscal document, the platform is jointly liable with the purchaser.

Art. 23 completes the design: it requires the platform to register as a taxpayer and provides that, if neither party registers, the institution making the foreign-exchange remittance abroad withholds the taxes at source. In practice, the regime closes the competitive asymmetry that today favors the foreign seller over domestic retail.

The second piece is split payment. Instead of the seller receiving the full amount and remitting the tax later, the payment arrangement (Pix, card, bank slip) segregates the IBS/CBS at settlement and passes it directly to the IBS Management Committee and the Federal Revenue Service — the seller receives the net amount, already net of the tax. The mechanism begins in 2027 on a phased basis: the first stage is optional and restricted to B2B transactions, with later expansion as payment arrangements mature, under the terms of Decree 12.955/2025 and the Management Committee's regulation.

The most sensitive consequence is one of cash flow. Today the retailer uses the gap between receiving a sale and remitting the tax as working capital; with split payment that gap disappears, and the operation now requires rigorous reconciliation between the e-invoice issued and the amount actually passed through by the platform. Sellers in Simples Nacional must also assess whether the hybrid regime (paying IBS/CBS outside the DAS to generate credit for the B2B customer) makes sense — detailed analysis in Decisão Simples 2027.

The firm models this new flow by sales channel — owned marketplace, third-party and cross-border — sizes the effect on working capital, and structures the fiscal reconciliation between the pass-through and the electronic document. See tax planning.

Low-value and cross-border imports: Remessa Conforme, 20% ICMS, and CBS on entry

A large share of Brazilian e-commerce volume comes from low-value international parcels — direct purchases on foreign platforms. That flow is no longer tax-exempt and today carries a stack of taxes the domestic retailer needs to understand, whether it imports directly or competes with those who do.

The Remessa Conforme program (Law 14.902/2024), in force since 01/08/2024, introduced two Import Tax bands:

• Purchases up to US$ 50: 20% Import Tax — previously fully exempt;
• Purchases from US$ 50.01 to US$ 3,000: 60% Import Tax, less a US$ 20 deduction.

On top of that operation falls 20% ICMS, no longer 17%: ICMS Agreement 135/2024 (CONFAZ) raised the rate on international parcels from 17% to 20%, in force since 01/04/2025. The ICMS is computed on the full value of the transaction — product, freight, insurance, and the Import Tax itself — so the effective burden exceeds the simple sum of the rates.

The Reform adds a third layer. On imports of material goods, IBS and CBS start to apply on entry, on a base that begins with the customs value plus the Import Tax, the Selective Tax, and other charges (LC 214/2025). The taxing-competence rule also changes: the place of import is the final recipient's location for the goods, including in international parcels — which defines to which entity the tax belongs and closes planning gaps by state of the federation.

For the domestic retailer, the most relevant change is the liability of the foreign platform: under art. 22 of LC 214/2025, when the supplier is resident or domiciled abroad, the marketplace is liable for the IBS/CBS in substitution for the supplier. This reduces the competitive asymmetry that for years favored direct importing over the trade that correctly pays its taxes in Brazil.

In any scenario, correct tax classification by NCM of the imported product is a sensitive point. Using the parent company's NCM abroad, without adapting it to the Brazilian regime, exposes the importer to assessment by the Federal Revenue Service and to a qualified penalty for incorrect classification — a risk intensified by the data cross-referencing of the Reform's NF-e.

TaxUp structures the cross-border operation end to end: framing under Remessa Conforme, review of NCM and tax base, and modeling of the impact of IBS/CBS on entry on the importer's margin. For recovering what was overpaid on import and adapting to the new regime, see recovery of credits and tax reform.

The end of ICMS-ST and monophasic regimes: migrating without losing margin

Much of Brazilian retail margin today rests on two mechanisms the Reform dismantles: ICMS tax substitution (ICMS-ST) and the monophasic PIS/COFINS regimes. Migrating to IBS and CBS is not merely a change of acronyms — it shifts where and when tax is levied, and therefore demands a price recomposition category by category so profitability is not eroded during the changeover.

ICMS-ST (forward substitution), under which the manufacturer or importer prepays the tax for the whole chain on a presumed base (MVA), only disappears when ICMS itself is extinguished, in 2033 (EC 132/2023, ADCT). During the 2029—2032 transition, ICMS is reduced by 1/10 per year while IBS rises in the same proportion — meaning the retailer will live with dual assessment, still collecting ST on the residual ICMS portion while at the same time computing IBS. As long as ST exists, the right to refund the difference remains when the actual sale falls below the presumed MVA (STF Theme 201, RE 593.849) — a recovery that should not be abandoned mid-transition.

What changes for monophasic categories

The monophasic PIS/COFINS regimes — typical of cosmetics, auto parts, soft drinks and pharmaceuticals, where taxation concentrates at the manufacturer and retail resells at a zero rate — cease to exist as early as 2027, with the full entry of CBS replacing PIS and COFINS. For distributors and retailers in these categories, this means recomposing the entire resale price: what previously arrived "tax-free at the point of sale" becomes taxed by CBS on the outbound side, with credit on the inbound side.

The counterpart is the full non-cumulativity of IBS/CBS (financial credit, art. 47 et seq. of LC 214/2025): the credit now reaches everything taxed along the chain, not just the narrow physical input of today. The net effect on margin, however, varies widely by category:

• Inventory at the changeover: goods bought under ICMS-ST or a monophasic regime and sold already under IBS/CBS require specific inventory-credit treatment — a sensitive point that, if mishandled, becomes tax paid twice.
• Previously benefited categories: products that today enjoy a reduced rate or monophasic treatment (and therefore reached retail "clean") may see an increase in effective burden — this is where the greatest risk of margin loss sits.
• Full-rate categories: appliances, apparel and general merchandise, already taxed in full, tend toward a neutral or favorable effect with the gain of full credit.
• Reference rate not yet set: LC 214/2025 defines the structure, but the IBS/CBS percentage will be set by Senate resolution based on a calculation by the TCU — the market estimate hovers around 26.5% to 28%, with 26.5% acting as a reference cap/trigger-ceiling (not a final figure).

The first deliverable of the sector diagnostic is therefore a per-SKU and per-category pricing plan: simulating the burden under IBS/CBS against the current burden of each line, identifying where margin tightens, and adjusting pricing before 2027, not after. See tax reform and recovery of tax credits.

Basic-food basket, zero rate and the Selective Tax: the supermarket and beverage retail bill

For supermarkets, wholesale-retail (atacarejo) and beverage retailers, the Reform does not bring a single rate — it brings a mosaic. The same shopping cart will hold goods taxed under radically different bands, and the margin of each category depends on which band the product falls into. Reading this map by NCM (tariff classification) stops being an accounting detail and becomes a pricing decision.

At the top of the relief sits the National Basic Food Basket (Cesta Básica Nacional de Alimentos), taxed at a zero rate of IBS and CBS (art. 125 and Annex I of LC 214/2025) — roughly two dozen essential items such as meats, milk, eggs, rice, beans, coffee, sugar and common bread. Vegetables, fruit and eggs are also zero-rated under Annex XV. The remaining foods listed in Annex VII receive a 60% cut to the reference rate. Outside those lists, the full rate applies — and that reference rate (IBS+CBS) is not yet set in law: market and government estimates hover around 26.5% to 28%, with 26.5% acting as a trigger-ceiling reference (art. 130 of the ADCT, EC 132/2023), to be defined by Senate resolution.

Beverage retail carries one extra layer: the Selective Tax (Imposto Seletivo). Provided for in LC 214/2025 and detailed in Annex XVII, the IS applies from 2027 (not in 2026) to alcoholic and sugary beverages, among other products, on the primary packaging intended for the final consumer. Taxation of sugary drinks is progressive according to sugar content, so zero, diet and light versions tend to bear a reduced or nil Selective Tax compared with regular soft drinks. For distributors and supermarkets, this repositions price, shelf space and portfolio mix. See Selective Tax.

One cart, four taxation bands

In practice, the supermarket will have to manage heterogeneous rates within a single order:

• Zero rate — national basic food basket (art. 125 + Annex I) plus vegetables, fruit and eggs (Annex XV);
• 60% reduction — the remaining foods in Annex VII;
• Full rate (estimated reference ~26.5%–28%, not yet fixed) — general merchandise, electronics, apparel and items outside the relief lists;
• Full rate + Selective Tax — alcoholic and sugary beverages (Annex XVII), from 2027.

The operational risk is direct: misclassifying an item by NCM means charging too much tax (loss of competitiveness) or too little (a tax liability). Fiscal management by product — not by store — becomes the centre of compliance in food retail. TaxUp works on the review of NCM classification, on modeling the burden effect per category, and on repricing ahead of the 2027 turn, integrating the analysis into the Tax Reform diagnostic and the chain's tax planning. In categories that today enjoy a reduced ICMS rate or a single-phase regime, the bill may rise; in full-rate items with broad credit, it tends to neutralize. Knowing which band each SKU falls into is the first step to avoid absorbing the difference in margin.

Software, SaaS and digital services in retail — from ISS/ICMS to a unified IBS

Retail no longer sells products alone. Subscriptions, buying clubs, software licenses, marketplace-as-a-service, platform fees, fulfillment and digital content now coexist with physical goods in the same transaction — and each of these revenue streams faces a distinct, historically contentious tax regime.

The sensitive point today is the jurisdictional dispute over software. For decades, states (ICMS) and municipalities (ISS) both claimed the right to tax the licensing and assignment of computer programs. The Federal Supreme Court (STF) settled the matter when it ruled on ADI 1.945 and ADI 5.659, holding that the licensing or assignment of the right to use software — whether off-the-shelf or custom-made — is subject to ISS, not ICMS, because it qualifies as an obligation to perform a service (LC 116/2003). Even so, in day-to-day operations, a retailer that combines the sale of goods with a digital service deals with two tax bases, two tax authorities and a risk of double taxation.

The Tax Reform (EC 132/2023 and LC 214/2025) reorganizes this landscape structurally. The IBS replaces ICMS and ISS, and the CBS replaces PIS and COFINS — ending, at the source, the state-versus-municipality jurisdictional war over digital services. The main consequences for retail:

• End of the ISS × ICMS dispute: software, SaaS, content and digital services move to a single tax (IBS/CBS), eliminating the uncertainty over which authority collects and the overlap of tax bases.
• Destination-based taxation: transactions involving digital services become taxable at the customer's domicile (LC 214/2025), rather than at the provider's location — redefining where the transaction is deemed to occur in domestic sales and in recurring subscriptions.
• Broad base and credit for the buyer: platform fees, intermediation, marketplace-as-a-service and fulfillment become part of the IBS/CBS base, with a full financial credit available to the corporate buyer (full non-cumulativity), reducing the cascading effect on the seller.
• Unified omnichannel operation: a sale that mixes goods and services (assembly, installation, delivery, support) no longer requires splitting between ICMS and ISS — treated in a unified way, it lowers the complexity and double-taxation risk that today burdens retail in appliances, furniture and technology.

The trade-off is that the IBS/CBS reference rate is not yet set in law: market and government estimates hover around 26.5% to 28%, with 26.5% acting as a trigger-ceiling reference (EC 132/2023, art. 130 of the ADCT) — a level above the current average ISS burden on services. For a retailer with material digital revenue, the exercise stops being merely about tax classification and becomes one of modeling: how much revenue migrates from a lower ISS base to the full IBS/CBS rate, and how much of that effect is neutralized by the financial credit gained along the chain.

TaxUp acts on the correct separation of product and digital-service revenue, on reviewing the current ISS/ICMS classification before the transition, and on modeling the IBS/CBS impact across the digital lines of the operation. See tax reform and tax planning.

Recovery window through 2032 — credits before legacy taxes expire

The Reform transition opens a window with an expiration date. While ICMS, PIS and COFINS still exist — until PIS/COFINS are extinguished in 2027 and ICMS in 2033, with a gradual 1/10-per-year reduction between 2029 and 2032 — retailers can still recover what they overpaid under the current stack. After extinction, any remaining credit balance falls under specific rules for use within IBS/CBS, and whatever was not identified in time tends to be lost. TaxUp therefore treats recovery as a thesis with legitimate urgency, not an open-ended project without a deadline.

For high-revenue retail, the most material thesis is usually the exclusion of ICMS from the PIS/COFINS calculation base, settled by the STF in Theme 69 (RE 574.706), with effects modulated from 15/03/2017 and the ICMS to be excluded being the amount stated on the invoice. Added to this is the ICMS-ST refund where the sale to the final consumer occurs below the presumed margin (STF Theme 201, RE 593.849), recoverable within the five-year statute of limitations.

Other recovery fronts depend on the correct legal basis

This is the point where technical imprecision is costly — using the wrong foundation can compromise the entire recovery:

• Electricity: the PIS/COFINS credit derives from a specific statutory provision, not from the input concept — art. 3, IX of Law 10.637/2002 (PIS) and art. 3, III of Law 10.833/2003 (COFINS).
• Building rents paid to a legal entity: credit provided for in art. 3, IV of both laws (10.637/2002 and 10.833/2003), regardless of the production process.
• Input concept (STJ, Theme 779, REsp 1.221.170/PR): assessed by essentiality and relevance to the production process — applicable to retailers with a transformation stage (bakery, butchery, food service), not to purely commercial retail, where the input credit is restricted.
• Accumulated ICMS credit balances: these require a utilization plan before 2033, observing the rules for transitioning legacy credit into IBS set out in LC 214/2025.

The most common confusion in the sector is treating store electricity and rent as input credit under Theme 779: for commercial retail, the right comes from the PIS/COFINS laws above, not from the essentiality concept. The distinction is decisive when the administrative request or the judicial action is built — a wrong legal foundation jeopardizes the whole recovery.

The work begins with a cross-audit of SPED Fiscal, EFD-Contribuições and outbound invoices from the last five years, which sizes the recoverable amount by thesis and by fiscal year before any filing. The result is a plan that exploits the window while it exists and prepares the orderly migration of remaining credits into the new regime. See recovery of tax credits, and for the technical terms, ICMS and PIS/COFINS.

Operational timeline 2026—2033 for the retailer

The Reform timeline (EC 132/2023; LC 214/2025) is not a single date but a sequence of milestones, where each year demands a concrete action from retail. Treating the transition as a 2033 event is the most expensive mistake: the e-invoicing system, pricing and credit recovery must all be ready years earlier. TaxUp translates the legal calendar into a year-by-year execution plan.

2026 — test year and system readiness

The NF-e/NFC-e begins carrying the IBS, CBS and Selective-Tax fields (layout 4.00), mandatory in production from 01/05/2026 for the standard regime and 01/04/2027 for Simples/MEI (NT 2025.002). A test rate applies on these invoices — CBS of 0.9% and IBS of 0.1% — collected as an ancillary obligation, with no real increase in burden. The retailer's task is to parameterize ERP and POS, map the credits to recover before the legacy taxes are extinguished, and simulate the future assessment. In September 2026 the first Simples Nacional Decision 2027 window opens — the option may be exercised in September (effective in January) or in March (effective in July), under LC 227/2026.

2027 — full CBS and the end of PIS/COFINS

The CBS fully replaces PIS and COFINS, ending the single-phase (monofásico) regimes (cosmetics, auto parts, beverages), which forces distributors and retailers in those categories to recompose prices. The Selective Tax on alcoholic and sugary beverages also begins, and split payment starts on a phased basis — a first, optional stage restricted to B2B (Decreto 12.955/2025). The IPI is reduced to zero for products in general but is not abolished: it remains positive only on products that compete with those manufactured in the Manaus Free Trade Zone (EC 132/2023; LC 214/2025) — a material point for retailers of consumer electronics and two-wheelers.

2029 to 2032 — gradual ICMS/ISS → IBS transition

ICMS and ISS are reduced by 1/10 per year while the IBS rises in the same proportion (EC 132/2023, ADCT). ICMS-ST and ICMS-DIFAL are progressively emptied out, and the operation runs on dual assessment — IBS already at destination and residual ICMS. This is the final window to recover legacy credits of ICMS, PIS and COFINS before those taxes are extinguished: afterwards, the credit balance becomes subject to its own rules of use within the IBS. See ICMS.

2033 — full extinction of ICMS and ISS

The transition closes: IBS and CBS operate fully, charged at destination, and ICMS-DIFAL and tax substitution disappear as separate mechanisms.

The IBS/CBS reference rate is not set in LC 214 — it will be defined by Senate resolution based on a calculation by the TCU (Federal Court of Accounts), with the 26.5% constitutional cap acting as a reference ceiling (EC 132/2023, art. 130 of the ADCT). As a continuous action throughout the period, the retailer must recover legacy credits before 2033, reprice by product category and review the corporate structure of the omnichannel operation.

How TaxUp acts in retail

• Simples 2027 strategic diagnostic — comparative modeling of remain × migrate decision, B2B customer impact analysis, transition cost-benefit;
• ICMS-ST refund (Theme 201) — 5-year retrospective recovery via SPED Fiscal audit and administrative or judicial procedure;
• Marketplace seller compliance — multi-marketplace consolidated reporting and credit reconciliation;
• DIFAL recovery — under LC 190/2022 and Theme 1.093 STF, retroactive recovery of unduly paid DIFAL in 2022—2023;
• Tax Reform 2026—2033 transition — supply chain pricing review and IBS/CBS implementation coordination.

Fee structure combines fixed-fee compliance with success fee tied to recovered credit. Senior consultant-led engagement, no junior rotation.