The implementation of the tax reform starting in 2026 is expected to trigger a quiet yet profound shift in the corporate real estate market. As Alex Nabuco dos Santos explains, the most sensitive point of this transition lies not only in new contracts, but mainly in how existing agreements will be handled in upcoming renegotiation cycles. Unlike other regulatory changes, the new taxation directly affects the economic structure of contracts, altering the cost logic that has supported many operations over the past several years.
In this article, we outline key analyses and challenges to help understand the scenario before its impacts become immediately felt in companies’ cash flows.
Contracts Signed Under a Different Tax Framework
A large portion of corporate lease agreements currently in force were executed under a tax environment that was more favorable to property-holding legal entities. Regimes such as Presumed Profit (Lucro Presumido) or the Simples Nacional allowed for a reduced tax burden on rental income, resulting in more competitive prices for tenants and predictable margins for landlords.
With the adoption of VAT, even considering the reduction in the tax base provided by law, the effective tax burden becomes significantly higher. The core issue is that many contracts lack clear clauses addressing structural changes in taxation, creating fertile ground for disputes.
In Alex Nabuco dos Santos’ analysis, this contractual asymmetry is likely to become one of the main negotiation focal points in the coming years, especially in medium- and long-term agreements.
Renegotiation as an Inevitable Element
Even if legislation does not automatically require the revision of existing contracts, economic reality tends to push both parties toward the negotiating table. Property owners who fully absorb the new tax burden may see their profitability decline significantly, while tenants are likely to resist abrupt cost increases.
This scenario reinforces the importance of negotiations grounded in data, projections, and market insight. As Alex Nabuco dos Santos notes, more balanced contracts tend to emerge when both parties recognize that the change is structural rather than temporary.
Negotiations conducted reactively—only at the moment the tax reform takes effect—are more likely to generate tension and fewer sustainable solutions.
Clauses, Terms, and Bargaining Power
The impact of the reform will not be uniform. Long-term contracts, properties with low vacancy rates, and highly demanded assets give landlords greater bargaining power. Conversely, assets with lower liquidity or located in more competitive markets may require greater flexibility.
According to Alex Nabuco dos Santos, analyzing the local context becomes just as important as interpreting the legislation itself. In many cases, renegotiation will go beyond price adjustments to include revisions of contract terms, incentives, rent-free periods, or operational responsibilities. This contractual redesign tends to make relationships more complex, but also more mature and transparent.
Advance Planning as a Competitive Advantage
Companies that wait until 2026 to discuss the effects of the reform risk negotiating under pressure. Those that start the conversation early can evaluate scenarios, simulate financial impacts, and structure more consistent proposals.
Alex Nabuco dos Santos points out that anticipation is the main strategic asset at this moment. It allows a potential problem to be transformed into an opportunity for contractual reorganization, aligning expectations and reducing legal and financial risks.
This movement also tends to favor more professionalized players, capable of understanding tax impacts within a broader view of occupancy costs and return on investment.
A More Selective and Rational Market
As renegotiations progress, the corporate real estate market is likely to become more selective. Contracts based solely on price will give way to relationships supported by efficiency, predictability, and long-term alignment.
As Alex Nabuco dos Santos observes, this process contributes to a more rational environment, where decisions are driven by strategy rather than temporary tax advantages. In this sense, the tax reform acts as a catalyst for changes that were already underway, accelerating the professionalization of the sector.
The tax transition will not be merely an accounting adjustment. It will require dialogue, planning, and adaptability—especially for existing corporate lease agreements. Companies and property owners who understand this shift in advance will be better positioned to navigate the transition period with less friction and greater predictability.
Author: Eura Tymal
