FIDCs are no longer just for giants: why this market is already worth R$ 867 billion
Tempo de leitura
5 minutes
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Originally published in Exame Insight, this article by Bruno Schaffer, a Capital Solutions partner at igc partners, analyzes the growth of the FIDC industry in Brazil and how the instrument is expanding corporate access to the capital markets.
The net assets of the FIDC industry in Brazil have more than doubled in two years, rising from R$ 376 billion in July 2023 to R$ 867 billion in April 2026. This is neither a bubble nor a capital market fad. It is the consolidation of a structural shift in how Brazilian companies, across various sizes and sectors, are raising capital.
For a long time, FIDCs were instruments accessible only to large publicly traded companies, financial institutions, retailers, and distributors with multi-billion-dollar revenues. However, the numbers make it clear that the FIDC is no longer a structure for the few; it is becoming the premier financing alternative for the vast majority of companies that are accessing or considering entering the capital markets.
One of the primary drivers was the recent regulatory change. CVM Resolution 175 now allows retail investors to purchase FIDC shares, something previously restricted to those with at least R$ 1 million in investments who qualified as Professional Investors.
Fundraising by private credit managers has gained unprecedented traction, causing demand for this asset class to outpace supply. Ultimately, it has become even clearer that through FIDCs, it is possible to diversify and spread allocations across sectors, industries, and geographies, while still delivering substantial returns above the CDI for investors.
The most fascinating aspect of all this is that the scope makes almost anything "securitizable": corporate credit, payroll loans, distribution, equipment leasing, agribusiness, education, healthcare, solar energy, SaaS, real estate, consortiums, media, and content. Sectors with completely different business models are reaching the same conclusion: the FIDC is currently the most efficient tool for financing a company's own ecosystem.
In simple terms, an FIDC has two types of shares: senior and subordinated, or junior. Typically, these are in a ratio of 80% and 20%, respectively. As a rule, institutional investors enter through senior shares, which have priority in payments and receive a pre-established return, generally CDI plus a spread.
Subordinated shares are typically held by the company itself or its partners. This demonstrates an alignment of interests, as the credit originator and/or group shareholder is investing in the structure. Should any default occur, the subordinated shares absorb those losses up to the amount invested.
This protection buffer provides senior share investors with the security that, even with a strict credit policy and a diversified portfolio, any potential losses will be absorbed up to 20% without impacting their capital.
But why are companies shifting their funding sources away from traditional bank lines—or even more sophisticated instruments like debentures, commercial notes, or CRAs—in favor of structuring an FIDC?
An FIDC is about more than just money. Over a journey that has seen nearly R$ 2 billion structured through this instrument as of the first half of 2027, we have identified a range of benefits for companies. One is the reduction in the cost of capital, as tax deferral can lower the final cost of funds. The structure can also generate financial income for the business owner or the company itself, which participates in the fund through subordinated shares and earns interest from the operation.
Another gain is the extension of liabilities. Unlike shorter bank lines, a well-structured FIDC allows for longer terms. Anticipating receivables also generates financial expenses, reducing the taxable base for corporate income tax (IR) and social contribution (CSLL). Once the vehicle is created, new share issuances can be made within the same fund, leveraging the credit history already known to managers and investors, with lower structuring costs and potentially better funding conditions.
An FIDC also helps diversify the creditor base and reduces dependence on banks, giving the company greater bargaining power when negotiating other credit lines. Finally, structuring the fund requires advancements in governance, receivables auditing, and relations with institutional investors, creating conditions that may facilitate a liquidity event for partners down the road.
Therefore, the question remains: if the FIDC industry has more than doubled in size in two years, if the vast majority of sectors already have companies operating under this dynamic, and if the FIDC has proven to be so versatile and successful—what is still keeping your company tied to those outdated lines?
