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Copasa’s Privatization Is No Sabesp Replay

Minas Gerais is borrowing São Paulo’s sanitation playbook, but Copasa comes to market with a larger stake for sale, looser control dynamics and affordability as the central political test.

Copasa’s privatization looks, at first glance, like a Minas Gerais version of Sabesp. It is not. Both processes had a data room, a roadshow, global banks, a reference investor and the political promise of accelerating universal access to water and sewage services. The difference lies in the corporate plumbing. São Paulo sold a relevant stake in Sabesp, but built a more tightly managed transition. Minas Gerais is now putting a larger stake in Copasa on the market and leaving more pressure on price, demand and the balance of power among shareholders.

At Sabesp, Equatorial entered as the reference investor with 15% of the capital. The state remained a relevant shareholder, governance was designed to preserve public influence, and the poison pill was stricter, with a 30% trigger and a 200% premium in a potential tender offer. That did not erase criticism — the bidding process was seen as limited — but it created an institutional bridge between the share sale, tariffs and public policy.

Copasa is a different structure. Minas Gerais may sell up to 50.03% of the company, the reference investor may reach 30%, Perfin already appears as a relevant private shareholder, and the state is likely to rely more heavily on its golden share. There are safeguards: a tender offer above 20%, a new obligation above 45%, and commitments to universalization and affordable tariffs. Even so, the design looks less like a guided privatization and more like a search for balance among the potential new owners — frontrunner Aegea, or even Equatorial — the market, Perfin and the government.

The difference is not transparency, but control. Sabesp was sold with stronger tariff and corporate seat belts. Copasa comes to market with airbags, but on a more open road. Whoever buys it will inherit a large, regulated and politically sensitive utility. The prize will not be only winning Minas Gerais. The real test will be whether private capital can expand sanitation without turning investment needs into higher household bills.

Affordability is the final test. In Copasa’s documents, it appears as a conduct commitment — social tariffs, protection for vulnerable consumers, economic and financial balance, and respect for municipal contracts — but not as a clear financial mechanism. Unlike Sabesp, there is no equivalent to FAUSP, the fund supplied with part of the privatization proceeds to support universalization and help cushion tariffs. Minas Gerais has built corporate safeguards. It still needs to show it has built tariff protection with the same force for consumers in the state.

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