Brazil BCB Resolution 519/2025 – VASP Authorization

Resolution 519 applies to authorization processes for four institution types: foreign-exchange brokers, securities brokers, securities distributors and SPSAVs. For crypto-law purposes, its central function is not to define every operational rule for VASPs. Instead, it sets the BCB process and evaluation standards for whether a VASP may operate, change modality, transfer or alter control, complete a merger, spin-off or incorporation, transform its corporate form, seat managers, change capital, change legal name or change its corporate purpose into a regulated institution type.

The resolution establishes a due-diligence framework for authorization. Applicants must show the financial capacity of controllers, lawful origin of capital and qualified-shareholding resources, economic viability, information-technology infrastructure appropriate to the business’s complexity and risks, governance compatible with those risks, clean reputation for administrators, controllers and qualified holders, management knowledge and technical capacity, minimum capital and equity requirements, and an effective exclusive head-office address. The BCB may request an updated business plan, require technical certification or independent evaluation, ask for additional documents, obtain information from public bodies or foreign authorities, and call controllers, qualified holders or administrators for interviews.

Resolution 519 also defines controller, control group, control chain and qualified participation. A non-controlling holder is treated as qualified, among other cases, at 15% or more of voting capital or 10% or more of total capital where capital is not fully voting. Investment funds may not act as controllers or members of a control group for the covered institutions. Direct controlling ownership is generally limited to natural persons, BCB-authorized institutions, foreign financial or similar institutions, or Brazilian holding companies whose exclusive corporate purpose is holding interests in BCB-authorized institutions.

For administrators, controllers and qualified holders, the BCB reviews reputation and technical capacity. The resolution lists circumstances that may be considered in a reputation analysis, including criminal or police proceedings, judicial or administrative proceedings related to the financial system, payment system or virtual-asset services, insolvency-related proceedings and default. Directors must reside in Brazil, and persons barred by specified legal, insolvency or supervisory-status grounds may be prevented from taking office or holding control or qualified participation.

For an SPSAV that was already active on the resolution’s entry-into-force date, Resolution 519 creates a two-phase authorization path. Phase 1 checks evidence that the firm was active on the relevant date, the reputation and eligibility of controllers and qualified holders, and minimum capital or equity compliance. Phase 2 reviews the remaining authorization requirements. The BCB may require audited financial statements for the first phase and may request updated documentation during the second phase.

If an already operating SPSAV receives a final denial or archival decision on its authorization request, the resolution requires it to cease virtual-asset and other BCB-authorized services within 30 days, notify clients and interested parties, and arrange return or transfer of customer virtual assets and financial resources. Editors should read Resolution 519 together with Resolution BCB 520/2025 on VASP constitution and operation, Resolution BCB 521/2025 on virtual assets in exchange and international-capital contexts, IN BCB 704/2026 and IN BCB 739/2026 on authorization documentation, and later prudential measures such as Resolution BCB 580/2026.