Trends and opportunities in compliance: the outlook in Brazil for 2025

2024 marked ten years since Brazil’s Anti-Corruption Law (Law No. 12,846/2013) took effect. This period has seen the country’s corporate integrity culture strengthen significantly, with the Comptroller-General’s Office (CGU) also consolidating its role as an authority for investigating and fighting corruption.

According to data from the CGU, federal government bodies initiated 257 Administrative Enforcement Proceedings (PARs) in 2024 alone (224 of which remain ongoing at the time of publication). Most cases referred to allegations of fraud in bid processes (91), offering undue advantage to a government official (73), or fraud in administrative contracts (63).

As for settlement negotiations, the CGU and the Attorney-General’s Office (AGU) received a total of six proposals in 2024, signing three leniency agreements involving payments totaling just under BRL 290.6 million. At present, the CGU and AGU are involved in a further 21 ongoing negotiations, so we expect to see more leniency agreements concluded in 2025.

The corporate integrity landscape in Brazil is also expected to continue evolving this year, driven by regulatory changes, technological progress, and increasing transparency and corporate responsibility requirements. Our view of the main trends and perspectives for corporate integrity in 2025 is outlined below.

Commitment Terms – a substitute for early judgments

The CGU’s Ordinance No. 155 (published in August 2024) established a negotiated administrative instrument known as a Commitment Term (Termo de Compromisso – TC), which replaced and improved upon the previously existing early judgment (julgamento antecipado) mechanism. Companies that admit responsibility for violations of the Anti-Corruption Law can stand to benefit from TCs, with potential reductions in applicable fines. Although corporate integrity specialists generally looked favorably upon early judgment, it still provided for elements akin to a conviction, limiting its attractiveness as a method of resolution. Now, TCs allow companies to correct irregularities and implement improvements in their integrity programs and internal controls while avoiding condemnatory decisions in prolonged, costly PARs. The new mechanism falls in line with the CGU’s trend toward seeking negotiated solutions, as CGU is also currently assessing the possibility of implementing a new settlement   without fines. With TCs, companies that do not meet the requirements to pursue leniency agreements – including those that do not have access to information to assist the CGU with its investigations – may be able to opt for a collaborative approach without the risk of unilateral penalties.

The CGU’s expanded approach to corporate integrity

Throughout 2024, the CGU released a series of publications on public and corporate integrity themes. It also opened public consultations aiming to improve integrity guidelines for the private sector. The following initiatives particularly stood out:

• In August 2024, the CGU published Integrity Programs: Guidelines for Private Companies (Vol II) (Programa de Integridade: Diretrizes para Empresas Privadas – Vol II), a guide reflecting the CGU’s more expansive approach to the concept of corporate integrity in recent times, going beyond merely preventing corruption. This approach covers topics related to environmental, social, and governance issues (ESG) and is expected to be given more weight in the CGU’s integrity program assessments;
• In November 2024, the CGU published Integrity Programs: Sustainable Practices for Private Companies (Programa de Integridade: Práticas Sustentáveis para Empresas Privadas), with guidelines aimed at preventing and combating illicit activity in enterprises susceptible to higher risks of corruption, fraud, and environmental impacts;
• The CGU’s 2025-2027 Integrity and Anti-Corruption Plan (2025-2027 Plan – published on December 13, 2024) indicates that during 2025, the CGU plans to improve its tools and standards for preventing and monitoring risks associated with conflicts of interest. Moreover, human rights and socio-environmental issues are expected to be integrated into the measures and collective actions CGU undertakes, with updates to the Manual for Evaluating Integrity Programs in PARs with respect to the Anti-Corruption Law and to CGU Ordinance No. 909/2015, both of which scheduled to be published in July 2025.

The measures expected in 2025 will provide companies with greater predictability on how the CGU’s extended approach will be effectively measured and applied within its integrity program assessments. Given these developments, companies should adapt their integrity programs to include ESG practices, while ensuring these practices are aligned with new guidelines and expectations that the CGU will determine.

The Brazil Pact for Corporate Integrity

Made available by the CGU in March 2024, the Brazil Pact for Corporate Integrity (Pacto Brasil pela Integridade Empresarial – Brazil Pact) allows companies operating in Brazil to publicly demonstrate their commitment to promoting a fairer and more ethical corporate environment. The CGU has signaled its intention to consider the Brazil Pact among the criteria for the next cycle (yet to be announced) of the Pró-Ética program. Therefore, in 2025, companies are likely to show growing interest in signing up for the Brazil Pact, as they should find it to be more straightforward and less costly, serving as a true gateway for participating in the Pró-Ética program in the future.

Increasing use of AI tools

In 2024, the CGU shared an AI tool called Alice with Brazilian states and municipalities. The tool provides automated analysis of public purchases and contracts to identify suspicious bids. This development is reflected in the 2025-2027 Plan (prepared by the CGU’s Transparency, Integrity, and Anti-Corruption Council – CTICC), which highlights how public authorities are increasingly detecting illicit practices via AI tools. Among the actions planned for the next three years in this regard, the following two stand out:

• Action 181, which involves expanding the use of AI to handle complaints received via ombudsman’s offices, with a machine-learning solution to be implemented to assist in the tool’s evolution;
• Action 209, which includes encouraging the analysis of investigative and enforcement proceedings via the use of AI resources.

From 2025 onwards, AI tools are likely to play an increasingly significant role in Brazil’s public sector. They are also expected to become more prominent in private sector integrity programs, with companies incentivized to invest in AI to improve the management of complaint channels, data analysis, transactions, risk assessment, training programs, and internal investigations, leading to gains in efficiency. On the other hand, the increasing adoption of AI tools needs to take into account certain regulatory bills that have been submitted to Congress – especially the Artificial Intelligence Regulatory Framework (Bill No. 2,338/2023), which has already been approved by Brazil’s Senate and is currently with the House of Representatives.

Transparency, asset investigation, and asset recovery

Regarding efforts to prevent money laundering, data from Brazil’s Financial Activities Control Board (COAF) shows it produced 18,762 financial intelligence reports (RIFs) in 2024 – representing an increase of 12.5% on the previous year. Moreover, the Brazilian Strategy to Combat Corruption and Money Laundering (Enccla) has set out new initiatives to tackle corruption and money laundering that will be prioritized in 2025. Particularly notable are Action No. 3/2025 and Action 08/2025 – the former seeks to boost transparency within legal entities and ensure their final beneficiaries are properly identified, while the latter seeks to identify challenges in asset investigation and recovery, exploring new methodologies and technologies. With the growing use of corporate investigations to shine light on cases of corporate fraud, new measures from the authorities to facilitate the slow and often unsuccessful process of recovering embezzled corporate funds and assets represent a positive step forward.

For further information on these topics, please contact Mattos Filho’s Compliance & Corporate Ethics practice area.