Cruzeiro and Ronaldo became pioneers in SAF, a new club-company model

Cruzeiro became this Saturday (18th) the first team in the country to adopt the SAF (Sociedade Anônima do Futebol) club-company model. The Minas Gerais association, which is in Serie B, will be bought by former player Ronaldo Nazário. He will make an investment of R$ 400 million to become the majority shareholder, with 90% of the shares.

In the Serie A of the Brazilian Nationals, only two clubs currently adopt a club-company model, Cuiabá and Red Bull Bragantino, but with different structures than the SAF.

In the São Paulo team, the Austrian energy drinks brand made, in 2019, a contribution of R$ 50 million for the purchase of the associative club, in other words, all membership titles were acquired. In the case of the Mato Grosso team, the Dresch family bought Cuiabá Esporte Clube in 2009 and turned it into a company.

Other teams that will compete for the national elite in 2022, such as Athletico, Botafogo, Atlético-GO, América-MG, Juventude and Coritiba have plans to join the format.

Botafogo and Athletico have already taken important steps in this direction, with internal approval for the adoption of the model. The cariocas, as well as Cruzeiro, also hired XP Investimentos to mediate the business.

In the format presented by the president Mario Celso Petraglia to Athletico, the club plans to create CAP SAF (Clube Athletico Paranaense Sociedade Anônima do Futebol), with a Class A shareholding (golden share) and 100% of Class B shares. veto rights in future decisions related to club assets. The second would be split 50% between Athletico and 50% between investors.

Coritiba will have a vote on the 23rd to decide whether or not it will adhere to the SAF model. About 13,500 people are eligible to vote. The change is defended by President Juarez Moraes e Silva. For him, this is the only way for the club to have a healthy management and manage to remain in Serie A in the coming years.

For Eduardo Carlezzo, a lawyer specializing in sports law and who participated in the Congress for the elaboration of the SAF, Cruzeiro takes a step forward in relation to other clubs by adopting the model.

“It is a milestone for Brazilian football. In all aspects. Be it because of the size of Cruzeiro, the name of Ronaldo and for being the first entry operation for an investor in a SAF. It is a paradigm shift. Brazilian football starts from there. this is one of the most important steps towards a radical change in the organization of the clubs”, evaluates Carlezzo.

Club-company law was enacted in August by Bolsonaro

In August of this year, President Jair Bolsonaro (non-party) signed legislation that allows teams to convert to the Football Association (SAF) model, known as the club-company law.

At first, the format met with resistance because of some vetoes by Bolsonaro on tax issues that would make membership less advantageous.

These vetoes, however, were overturned by parliamentarians, who re-established the possibility of associations adhering to the Specific Taxation Regime for Football (TEF).

Thus, those who choose to become a corporation will be able to collect 5% of their gross income as if it were a single tax to cover Income Tax, CSLL and Cofins for five years.

From the sixth year onwards, this rate will be 4%, but it will include revenue from the sale of economic rights for athletes. The veto of the section that authorized the club-company or the original legal entity to raise funds encouraged in all spheres of government was also rejected.

Today most football teams are constituted as a non-profit entity. Thus, they have total or partial exemptions from certain taxes, such as Corporate Income Tax (IRPJ) and Social Contribution on Net Income (CSLL).

Before the bill became law, soccer teams were already allowed to adopt the business model available in Brazilian legislation, as did Red Bull Bragantino and Cuiabá.