With a portfolio of projects under structuring researched by sector entities that totals approximately R$ 757 billion distributed across 469 initiatives at different levels of government and at least 20 auctions scheduled for the first quarter of 2026 alone, Brazil is consolidating a moment of expansion in the sector of concessions (governed by Federal Law No. 8,987/1995) and public-private partnerships (PPPs) (regulated by Federal Law No. 11,079/2004). According to the Brazilian Association of Infrastructure and Basic Industries (Abdib), it is estimated that investments in the sector will reach R$ 300 billion this year.
The scenario, however, is not without risks. The ongoing tax reform, high interest rates, and regulatory complexity impose challenges that require strategy, technical knowledge, and structuring capacity.
The following is an overview of the main opportunities, risks and solutions for the most promising sectors.
In the renewable energy sector, the transition to clean sources is an irreversible trend, and projects that promote the efficient use of natural resources are gaining attractiveness. A structural challenge is curtailment (compulsory cut in generation), which has worsened with the growth of distributed generation. In this context, the transmission, reserve capacity, and energy storage segments continue to offer greater predictability to investors, which makes them priority targets for capital.
The highway sector sector is perhaps the most robust in the federal pipeline. With a forecast of R$ 210 billion in projects and at least 13 auctions planned by the federal government. The National Land Transportation Agency (ANTT) took an important step in the management of highway concession contracts by applying the "evidence-based" economic-financial rebalancing modality, provided for in Normative Instruction No. 33/2024, to respond in an agile manner to the impacts of extreme weather events (measure approved by Resolution No. 206/2025)At the normative level, we highlight a set of rules that standardizes the management of federal highway contracts, which is the Highway Concessions Regulation (RCR). The RCR consolidated rules, guidelines, and technical procedures for federal concessions, through five modules: RCR1 (Resolution No. 5,950/2021, general provisions and principles applicable to concessions), RCR2 (Resolution No. 6,000/2022, assets, works, and services), RCR3 (Resolution No. 6,032/2023, economic-financial management), RCR4 (Resolution No. 6,053/2024, inspection and penalties) and RCR5 (Resolution No. 6,063/2025, rules for the termination of contracts, extension, rebidding, and indemnities) and ANTT Resolution No. 6,079 of March 26, 2026, which promotes changes to the four rules of the Highway Concessions Regulation to regulate the free-flow toll system. (free flow).
In urban mobility, the plans are ambitious. The National Study of Urban Mobility (ENMU), prepared by BNDES in conjunction with the Ministry of Cities, projects the expansion of 323 km of subway lines and 96 km of urban trains, numbers that signal a structural transformation in the transport of large Brazilian cities.
The railroad sector requires long-term investments and high complexity, but the federal government is betting strongly. In this regard, the Ministry of Transport foresees a portfolio of eight auctions for 2026, with R$ 140 billion in investments in the railway network. Among the highlights are the Southeast Railway Ring (EF-118), the East-West corridor (FIOL+FNS), the Midwest Integration Railway (Fico), and Ferrogrão. Rail transport brings benefits to the economy and mobility, connecting productive areas to large centers. The Legal Framework for Railroads (Law No. 14,273/2021) organizes rail transport, the use of railway infrastructure, and the types of grants for indirect exploration of railroads and associated urban operations.
In the portsector, the Ministry of Ports and Airports projects to end 2026 with 40 auctions held in four years of government (18 for ports, 21 for airports, and 1 for waterways). The first block of port leases of 2026, auctioned on February 26 at B3, included three strategic areas: Macapá MCP01 (Port of Santana/AP), Natal NAT01 (RN), and Porto Alegre POA26 (RS). But the biggest highlight in the sector does not yet have a defined date (Tecon Santos 10, which represents an opportunity for scale and requires robust financial capacity and proven operational experience). Port exploration in Brazil is regulated by Law No. 12,815/2013, but the scenario may change, as there is an intention to revise this law.
At airports, the great protagonist is Galeão. The concession's assisted sale notice, approved by ANAC in December 2025, provides for an auction at B3 scheduled for March 30, 2026, with a minimum value for the Initial Contribution of R$ 932 million (art. 4.25 of the Notice).
The challenges of structuring
The structuring of projects in all sectors is challenging and requires technical and financial capacity, administrative, tax, and financial legal knowledge, and understanding of the system and functionality of each sector. The project structurer must be attentive to the risk matrix, seeking the correct mitigation of each of these risks.
From a macroeconomic point of view, high long-term interest rates, currency devaluation, and the retraction of investments make up a challenging scenario. The correct allocation and mitigation of risks in the contractual matrix is what separates viable projects from reckless bets.
The tax dimension, in particular, occupies a central role in the modeling. The way in which the tax burden is structured, from the incorporation of special purpose companies (SPEs) and the planning of the mix between debt and equity to the use of tax credits and special regimes such as REIDI, can represent a significant difference in the internal rate of return (IRR) of projects, in addition to mitigating risks throughout the contractual cycle.
The ongoing Tax Reform may also cause significant contractual rebalancing: the replacement of taxes such as ISS and ICMS by IBS and CBS, the adoption of full non-cumulativeness, and the gradual extinction of state and municipal tax incentives may change the effective tax burden of projects over the transition period, which extends until 2033. There is also the risk of accumulation of tax credits, resulting from the mismatch between the high initial investment (CAPEX) and the future generation of revenues, whose monetization will depend on the efficiency of the reimbursement mechanisms. In the energy sector specifically, curtailment remains a threat, despite the fact that MP No. 1,304/2025, converted into Federal Law No. 15,269/2025, has partially addressed the problem. And, finally, the taxation of dividends introduced by Law No. 15,270/2025, which establishes a 10% WHT tax on distributed profits, including to foreign investors, directly impacts the net return on investments and requires a reassessment of project finance structures.Although it aligns Brazil with international standards, the measure may reduce the attractiveness of projects if it is not reflected in economic and financial models.
Ways to mitigate risks
From a macroeconomic point of view, high long-term interest rates, currency devaluation, and the retraction of investments make up a challenging scenario. The correct allocation and mitigation of risks in the contractual matrix is what separates viable projects from reckless bets.
The first recommendation is to develop clear and robust risk allocation matrices, with objective rebalancing triggers, capable of reducing uncertainty, lowering the cost of capital, and increasing competition in auctions.
The incorporation of environmental, social, and governance (ESG) criteria from the structuring phase is also indispensable, not only due to market demand, but as a mechanism to reduce reputational and regulatory risks.
With regard to the Tax Reform, the preparation for discussions of economic and financial rebalancing is urgent. The changes already in force require a review of the economic and financial models to reflect the effects of the IBS and CBS on revenues, costs and tax credits. It is recommended that the contractual provision of objective mechanisms for restoring the balance be made, based on the variation of the effective tax burden, considering not only nominal rates, but also the dynamics of crediting and the extinction of tax benefits.
The transition period of the Tax Reform (2026-2033), during which the current system and the new consumption taxation model will coexist, tends to increase the operational complexity and the cost of compliance for concessionaires. In this scenario, the adoption of robust fiscal controls and the review of contractual risk matrices are urgent measures to preserve the economic and financial balance of the contracts.
What to expect from 2026
The year 2026 brings together exceptional conditions for the advancement of concessions and PPPs in Brazil. There is a robust pipeline, availability of financing, and institutional maturity. The infrastructure agenda transcends governments and consolidates itself as one of the greatest institutional advances of recent decades. The renewable energy, highways, mobility, railways, ports and airports sectors concentrate the main opportunities, each with its own modeling specificities and risks. Success will depend on the mature structuring of the projects, execution with legal certainty and a predictable regulatory environment, elements that should guide the strategies of investors, concessionaires and public authorities.
In this context, the proper understanding and management of tax impacts, especially those resulting from the Tax Reform and the new taxation of dividends, will be a determining factor for the attractiveness and sustainability of projects in the medium and long term. Investors and operators who master the legal, tax and financial engineering of these projects will be better positioned to capture the opportunities of a booming market.
How we can help
COSRO has a highly qualified multidisciplinary team in the sector, which works in an integrated way to offer complete solutions to our clients. We have professionals with extensive experience in structured projects, privatizations, concessions, and public-private partnerships in the most diverse infrastructure sectors, including the electrical, road, rail, port, and airport segments. Together with the firm's other practices, we are prepared to advise them at all stages of the cycle of an infrastructure project, from the identification and evaluation of opportunities with attractive financial returns, through the analysis and mitigation of legal, regulatory, and tax risks, to the full monitoring of the bidding process and the structuring of funding necessary for its viability. Our firm is also well positioned to assist in the evaluation and modeling of collateral for obtaining financing, ensuring a solid structure that is adequate to market requirements.
Get in touch with our team for an initial conversation and find out how we can add value to your next project.
