A new decree that changes rules and promises affects the market

summary
New Decree No. 12712/2025 sets price limits and transfer deadlines in the meal and food voucher market, promoting greater competition and regulatory influence in the sector, with potential benefits for institutions and challenges for operators.

On November 11, the government issued Decree No. 12712, which sets the maximum price to be charged to supermarkets and restaurants by food and meal voucher operators at 3.6%, and sets the maximum transfer period to establishments at 15 days. The measures come into effect from 01/01/2026, but the transition process has already begun and continues for 360 days.

According to the government, this measure aims to modernize the voucher system, stimulate competition between operators, and reduce costs for companies and institutions in this market, which benefits about 25 million users. But it cannot be denied that this change has a significant impact on market players, and is the most sensitive change in VAT since 2021, when this cycle of adjustments began.

Meal stamps and food subsidies appeared in the country in 1976 shortly after the establishment of the PAT Act (6321/76 – Workers’ Food Program), which had a significant social impact and promoted the abundance of restaurants in the country, drawing large numbers of new consumers to them.

At that time, the lunch box was the hero of lunchtime, and the average worker did not have money to eat while working, resulting in malnutrition and low productivity. Pat came in to correct this and nailed it.

One of the success factors of the program was that the benefit was always used for the specific purpose of food and through vouchers issued by operators (formerly paper, now cards). Thus appeared in the 1970s the company Ticket, which was a precursor to the market, and then VR, Pluxee Brasil (at that time, Checks Menu) and dozens of others.

These companies had a common characteristic of being companies focused on promoting good nutrition to users of their benefits. They called themselves directors of “meal and food agreements” and had several nutritionists on their staff who visited companies and lectured on nutrition and food quality to employees.

Early in my career, I worked for a company whose name was “Nutrition.” It is Brazilian Food, a great company loved by its customers, that has been in the sector for thirteen years and has greatly upset the giants of the sector with its accelerated growth. There I began my journey into benefits and much of the business training I gained during my time there is valuable learning now as an entrepreneur.

BF, like dozens of other operators, gave up soon after the Real Plan because it was unable to adapt to the economic changes of the time. This advent was the first major change in the industry, which led to the concentration of the market in a few companies. Over the next ten years, this focus will remain intact due to an almost insurmountable entry barrier: having to create a national admission network by signing contracts directly with each institution, a time-consuming and very high-cost project.

At the same time, having to quickly search for a customer and user base to be able to maintain active restaurant acceptance. At that time, there were many players in the market and paper vouchers were a good job for the restaurant, as they had to be organized and transported to the operator’s address to request a refund. Therefore, the organization has been very selective about keeping active agreements that do not attract customers.

In the mid-2000s, the entry of Alelo Brasil represented a new redesign in the industry. Alelo was planned from scratch to become a market leader at the time of the shift from paper coupons to electronic cards. And so it happened, and it only took a few years. Behind this company lies the collective power of Bradesco, Banco do Brasil, Santander Brasil, and Visa (the last two companies later left the company). The strength of banks as distribution channels has been the catalyst for Alelo’s rapid growth and market leadership.

But Alelo’s entry also generated another phenomenon that would change the sector forever: a change in the perspective of financial transactions. This was the “core” of the banks, the owners of Allelo, and was the prevailing model for the new player being installed.

While there has also been a migration from paper vouchers to cards, the market has practically flattened itself towards the new commodity form of payment transactions, a more challenging differentiation model. The difference in commercial strength, always present in traditional companies, and in the rate of market growth higher than that of the country’s economy, continued, driven by the greater ease of distributing products, now digital, and the micro-model of new customer activation offered by banks. It is estimated that the number of benefits card users has doubled between the mid-2000s and today, and is estimated at 25 million.

During the pandemic, the tsunami shook this market again. With the sudden change to working from home, new demands on benefits have emerged, including the need to replace an RV with a VA (to enable home meal preparation). New benefits have emerged, such as home office assistance (to help cover expenses at home) and mobility assistance (to temporarily replace a transportation voucher). Traditional companies were not yet prepared with flexible products that could change benefit balances without having to issue and hand out new cards—which was a major challenge at the time—nor offer products at scale to pay for the new benefits.

Lear Ribeiro, an important author of self-help books, once envisioned that “luck is when opportunity finds you prepared.” Luck (read preparation and focus) hit hard with a group of new companies – Swile Brasil, Caju, Flash, and iFood Benefícios – that entered the sector shortly before the pandemic with “open arrangement” cards (branded Mastercard, Visa or Elo) accepted in millions of establishments, but with usage restricted according to type of benefit and type of establishment. In other words, these companies that had built the same product, but with a more flexible technology format and freed from the entry barrier of having to adopt their own networks, now found themselves facing market demand that strongly converged for their solutions.

In this scenario, the market has been redesigned once again, in an environment of intense competition reminiscent of the battles to win and retain customers in the early days, but with a new element: mutual complaints about controversial business practices and non-compliance with BAT, to the point of provoking several changes in legislation from 2021 onwards.

This amendment to the legislation is the latest chapter in this saga through which a balance between profit and loss can be achieved:

• Traditional: is the most affected. Setting facility fees at 3.6% reduces this overall revenue to a lower percentage, since there is someone paying less. With the payment period set at 15 days, these companies also tend to lose part of the revenue due to anticipating receivables from institutions.

But the most sensitive changes are the commitment to also become “open arrangements” (almost all of them already have this model, but the majority of operations are “closed arrangements”, traditional arrangements) and to open up their acceptance networks to other operators as a means of enabling the interoperability defined by the law. There are still a lot of uncertainties on these two points, but one thing is certain that the transition will certainly be very arduous and costly for these companies.

• Insurgents (those with “open arrangements”): In principle, they benefit from the fact that tightening the revenue structure of traditional firms tends to make market competition more balanced. However, this is accompanied by strong regulation to which the market is exposed. This runs counter to the notion that private companies need the autonomy to build business models, set paths and thrive.

• Establishments (restaurants, supermarkets, etc.): These are the biggest winners, especially small ones, who will pay a lower price, in many cases up to half of what you currently pay.

• Users (workers): neither win nor lose. In the new legislation, there are two points that would theoretically favor users: 1) Expanding the acceptance network through interoperability, but it must be recognized that all operators already have a strong network of institutions. 2) Reduced food prices in establishments due to reduced fees. This is as far-fetched as claiming that the current high fees charged by operators are responsible for food price inflation, a theory that is completely unfounded. One point of legislation that is still pending that employees may consider positive is portability, which should give them the option of choosing a card operator. But this issue was left to subsequent regulation.

• Companies that are clients of broadcasters: those that still enjoy indirect benefits that they may no longer receive. There is doubt whether this amendment could also indicate a trend towards the return of service fees to customers. Maybe yes. Ultimately, the account has to be closed, both for traditional companies (that are losing revenue) and for renegade companies (that do not have their own enterprise network). Renewing contracts from now on will determine how this happens.

At this stage, some conclusions can be drawn:

Market operators will have a lot of work to do to adapt to the changes. It is not known with certainty whether this amount of effort will ultimately generate effective gains for the market, companies, and users.

We hope so and that this sector, which has already been redesigned, will continue to grow rapidly and contribute to the country’s economy. It is necessary to recognize the importance of this industry as a promoter of the well-being and health of workers and the positive impacts resulting from these companies that have been working for decades to promote the development of the food industry in the country.

At the same time, we are in a time of proliferation of technologies, especially with artificial intelligence and automation impacting changes in work formats and the management of human resources and benefits. Active listening will enable clients to uncover opportunities that lead to the convergence of challenges into new business models, new solutions, and new sources of revenue.