Does the commission paid to marketplaces integrate gross revenue under the Simples Nacional? Understanding from the Federal Revenue Service and impacts on companies

The growing digitalization of sales has led thousands of Brazilian companies to adopt marketplaces as their main sales channels. Convenience, broader reach, and reduced operating costs have made these platforms indispensable for businesses of all sizes. However, along with the benefits, relevant tax challenges emerge—especially within the scope of the Simples Nacional regime.

In July 2025, Solution for Consultation DISIT/SRRF05 No. 5007, published in the Federal Official Gazette on August 13, 2025, reignited a sensitive debate: should the commission paid to marketplaces be included in gross revenue for purposes of calculating the Simples Nacional? According to the understanding of the Federal Revenue Service (Receita Federal), the answer is yes. The administrative ruling made it clear that such amounts cannot be excluded from the tax base of the regime due to the absence of legal provisions authorizing their exclusion.

This interpretation creates direct impacts on the tax burden of Simples taxpayers, especially those who rely on marketplaces as their primary source of revenue. In this article, we analyze the legal basis for the Revenue Service's position, its practical implications, and the possibility of judicial challenge by taxpayers.

The position of the Federal Revenue Service: commissions as part of gross revenue

The Solution for Consultation states that the total amount received from the sale—including the portion retained by marketplaces as commission—must compose gross taxable revenue. The central argument is that, under the Simples Nacional, gross revenue is defined as the total proceeds from the sale of goods or services, regardless of discounts or transfers, except those expressly authorized by law.

Based on this, the Federal Revenue Service concludes that:

·       The sale transaction is carried out in the seller’s name, even when the marketplace acts as an intermediary.

·       The commission retention is an operational cost of the taxpayer, not a reduction in revenue.

·       Since there is no legal provision allowing its exclusion, the commission amount must form part of the tax base.

The tax authority reinforces this interpretation by citing Solution for Consultation COSIT No. 143/2021, which had already addressed the issue in a similar context.

Practical consequences for companies

For businesses that sell through marketplaces—such as e-commerce, delivery, and service platforms—the impact can be significant. When commissions are high, especially in sectors with narrow margins, including these amounts in gross revenue can result in a substantial increase in the DAS (Simples tax payment).

Furthermore, the administrative interpretation creates retroactive effects, since solutions for consultation guide the actions of tax auditors. Thus, companies that adopted a different interpretation may face risks during potential audits.

Another relevant point is the economic effect. In practice, entrepreneurs end up paying taxes on an amount that never actually enters their bank account, as it is withheld directly by the platform. This intensifies debates about tax fairness and about the coherence of the gross revenue concept applied under the Simples Nacional.

The possibility of judicial challenge

Although the Federal Revenue Service has established a restrictive position, taxpayers are not prevented from seeking judicial review of the matter. This point is essential and deserves emphasis.

There are meaningful legal arguments supporting the claim that the commission owed to the marketplace does not represent the seller’s own revenue, but rather an amount belonging to the intermediary, who receives its portion directly in the transaction. Thus, it is possible to argue that such amount never entered the taxpayer’s assets, and therefore does not fall within the constitutional concept of revenue or gross receipts.

This debate is not new. In other tax matters, the Judiciary has already examined situations where part of the transaction amount does not constitute the taxpayer’s revenue.

Although there is no consolidated jurisprudence specifically addressing marketplace commissions under the Simples Nacional, it is entirely possible for taxpayers to pursue individual or collective lawsuits seeking to exclude these amounts from taxation.

Companies especially sensitive to this impact—such as digital retailers, restaurants registered on delivery platforms, and service providers operating through apps—may consider, as part of a preventive strategy, evaluating judicial action.

Why the issue requires preventive attention

The digital environment boosts sales, but it also introduces tax complexities. The Federal Revenue Service’s interpretation shows a trend toward broadening the concept of gross revenue under the Simples Nacional, reinforcing the need for efficient tax management.

To avoid risks, it is important that business owners:

·       Review their calculation models.

·       Assess the financial impact of commissions on their tax burden.

·       Engage in preventive planning—including evaluating the feasibility of judicial challenges when appropriate.

·       Seek specialized legal and accounting advice whenever relevant interpretative changes arise from the tax authorities.

Legal certainty and planning as essential pillars

Solution for Consultation No. 5007/2025 reinforces the Federal Revenue Service’s guidance that marketplace commissions should be included in the gross revenue of Simples Nacional taxpayers. Although this interpretation is binding within the administrative sphere, it does not eliminate the possibility of judicial challenge, especially in light of strong arguments regarding the non-revenue nature of such amounts.

In a scenario of frequent regulatory changes, having preventive legal counsel becomes fundamental for entrepreneurs and managers to understand risks, identify defense opportunities, and make informed decisions about their business models.