The gradual implementation of the tax reform rules in the real estate sector will begin in 2026. However, the principle of tax neutrality remains applicable to exchanges without additional cash consideration (torna), while the additional consideration remains subject to taxation.

An exchange (or swap) is an agreement whereby each party undertakes to deliver one asset in exchange for another, other than money, with both parties assuming the obligation to transfer ownership of the asset that constitutes their respective performance. As a rule, exchanges involve assets that already exist. However, the Real Estate Development Law (Law No. 4,591/1964, Art. 39) allows exchanges involving future units to be built.

Under IN SRF No. 107/1988, real estate exchanges without additional cash consideration, entered into by individuals or legal entities, do not generate tax effects: they are treated as exchanges of assets that do not flow through the company's income statement.

In line with the neutrality already recognized for physical real estate exchanges, Complementary Law No. 214/2025 established that IBS and CBS do not apply to these transactions, except for the additional cash consideration (torna), which remains taxable.

This non-incidence also applies to equivalent transactions, namely, the exchange of land for units to be built, provided that the transfer of the land and the commitment to transfer the units as payment in kind take place on the same date and through a public deed.

The regulations published in April 2026 addressed a point that had remained open under the law: when the exchange involves consideration other than real estate or money, such as the provision of services, assignment of rights, or assumption of obligations, that portion of the transaction becomes subject to the regular IBS and CBS regime, while the strictly real estate portion of the exchange remains subject to the specific regime. In practice, this segments complex exchange transactions, which often combine the transfer of land, construction work, and the provision of services within a single transaction.

However, when structuring these transactions, it is recommended to fully comply with the formal requirements and carefully assess the adjustment reduction applicable in each specific case, as it operates as a reduction of the IBS and CBS tax base on the future sale of the units.

The tax reform has preserved the tax neutrality of real estate exchanges and allows the continued acquisition of land through exchange transactions. However, it may affect subsequent stages, since the sale of the units by the developer and by the landowner, as the respective parties to the exchange, may be subject to different tax implications.