STJ prohibits use of corporate CSLL credits for personal debts

The Second Panel of the Superior Court of Justice (STJ) has ruled that a controlling shareholder, as a natural person, cannot use a company's CSLL (Social Contribution on Net Profit) tax credits—specifically fiscal loss and negative calculation base credits—to settle their own personal debts under the Special Tax Regularization Program (Pert).

The decision upholds a previous ruling by the Federal Regional Court of the 3rd Region (TRF3). Minister Francisco Falcão, whose vote prevailed, stated that there is no economic justification for transferring credit rights from a legal entity to a controlling shareholder for personal debt settlement. He noted that such a practice is incompatible with the principle of patrimonial separation that governs Brazilian civil and corporate law, as it could prejudice the company and other shareholders.

The case originated from a writ of mandamus filed by an entrepreneur against the Federal Revenue Service. The entrepreneur argued that Law 13,496/2017, which established Pert, allowed for such use. However, the court found that legislative intent was to restrict these credits to the legal entities themselves.