In Brazil, access to capital markets has always been a challenge for small and medium-sized enterprises (SMEs). Regulatory costs, the complexity of corporate law, and bureaucracy have prevented smaller companies from raising capital directly from investors.

This scenario is beginning to change with the creation of the FÁCIL regime (Facilitation of Access to Capital and Incentive to Listings), established by the Securities and Exchange Commission (CVM), in which B3 will play a fundamental role in its implementation.

Effective March 16, 2026, FÁCIL creates a simplified and less costly environment for companies with annual gross revenue of up to R$ 500 million to access the capital market.

The regime covers both the issuance of shares and corporate debt securities, such as debentures and commercial notes.

“For a long time, there has been a search for ways to enable smaller companies to access the capital market,” says Flavia Mouta, Director of Listing and Relationship at B3. “To arrive at FÁCIL, it was necessary to change corporate law, which paved the way for the regulatory flexibilities that are now being implemented.”

Although FÁCIL adopts simpler access rules and reduced costs, participating companies will trade their securities in the same environment as B3, using the same infrastructure, deposit and settlement systems available to all listed companies.

Investors will access these assets in the same way, without additional barriers or market segregation.

According to Raphael Giovanini, Superintendent of Market Development for Issuers at B3, the idea is that buying shares or bonds of companies participating in the regime should be as simple as buying shares of any listed company, without imposing additional barriers on the investor.

For companies, the new regime represents a significant step forward. In addition to simplifying the listing process, FÁCIL will allow for faster and lower-cost debt issuances, with the possibility of simplified offerings and less extensive forms.

Disclosure requirements will also be adjusted, with financial information being presented semi-annually instead of quarterly.

In the case of offerings aimed at professional investors, companies will be able to issue debt securities without the need to hire coordinators, which reduces expenses and increases autonomy.

Fundraising will be subject to an aggregate limit of R$ 300 million over a 12-month period, an amount that represents the total ceiling for offerings made under this regime.

In other words, even if the company makes several issuances throughout the year, the sum of all of them cannot exceed that amount.

These measures make FÁCIL especially attractive to growing companies seeking alternatives to bank credit and wishing to finance their projects through the capital market.

The system was designed to allow for gradual evolution: if the company exceeds the revenue limit, it will have a transition period to migrate to the traditional model, without interrupting its market operations.

At the same time, B3 reinforces its position as the main infrastructure of the Brazilian capital market.

The system will operate within the already established structure of the Stock Exchange, recognized for its security, scale, and connectivity with banks, brokerage firms, and institutional investors.

This integrated network facilitates companies' access to the financial ecosystem and increases their visibility within the investor community.

Being listed on the B3 also means having access to a broad base of participants and a reputation built over the years, factors that increase the credibility of companies that choose to list.

There is also the expectation that FÁCIL will expand the geographic and sectoral reach of the Brazilian capital market.

Companies from regions outside the Rio-São Paulo axis, especially those in agribusiness and emerging industrial sectors, will be able to access investors and raise capital under simpler conditions.

For investors, the regime represents an expansion of the universe of issuers and an opportunity to diversify their portfolio with companies of different sizes and growth profiles.

By creating a lighter and less costly regime, the model could reopen the window for smaller companies that until now viewed listing on the stock exchange as an unfeasible step.

The launch of FÁCIL marks an important step towards the modernization and democratization of the capital market in Brazil.

By combining simplified regulation with B3's robust infrastructure, the new regime creates the conditions for smaller companies to find a real financing alternative in the capital market, contributing to boosting the economy, generating employment, and driving innovation in various productive sectors.