According to the Central Bank of Brazil (BACEN), 242 financial and payment institutions fall below the minimum capital requirements established by the new rules set forth in Joint Resolution No. 14 and BCB Resolution No. 517, effective as of November 2025.
Fintechs face the greatest pressure: 56 out of 207 payment institutions (27%) and 53 out of 142 direct credit companies (37%) are currently out of compliance.
Below are some of the primary alternatives available to financial and payment institutions that do not meet the requirements set by BACEN:
1. Affected Financial and Payment Institutions Can Seek to Achieve Compliance. The most straightforward approach is a capital injection from existing partners or the entry of a new investor. Since the capital threshold now depends on the specific activities performed, it is also worth reviewing the institution’s scope of operations; discontinuing non-strategic activities can reduce the required capital.
2. Affected Financial and Payment Institutions Can Be Sold or Merged into Another Compliant Institution. Options include selling control, undergoing a merger, or selling off a portfolio. There are cash-rich buyers actively looking for such opportunities, and those who act early can secure better terms. It should be noted that any change in control requires BACEN approval, a process that takes time.
3. Affected Financial and Payment Institutions Can Opt to Transition to a “Banking as a Service” (BaaS) Model. In this scenario, the fintech relinquishes its own license and begins operating under the infrastructure of an authorized institution—retaining its brand and customer relationships, while the partner provides the regulated services. As of Joint Resolution No. 16/2025, the service provider bears full responsibility toward both the Central Bank of Brazil (BACEN) and the end client. Fintechs should anticipate rigorous due diligence and monitoring from their partners, making the contractual relationship even more strategic.
4. SCDs (Direct Credit Companies) and SEPs (Peer-to-Peer Lending Companies) May Opt to Originate Credit Operations Without Their Own License. SCDs and SEPs can continue to originate credit by acting as correspondents for a financial institution, while assigning or financing their portfolios through FIDCs (Credit Rights Investment Funds). This model warrants caution, as the Central Bank itself has indicated that it is discussing potential regulatory improvements for FIDCs with the CVM (Brazilian Securities and Exchange Commission).
The figures confirm what the Central Bank signaled when it issued these rules: the sector will see fewer institutions under direct supervision and a greater number of brands operating via third-party infrastructure. For those falling below the regulatory threshold, each exit strategy carries its own specific costs and implementation timelines.
