PRATICE AREAS
Publicly-Held Companies
Counseling to management bodies of companies (board of directors and executive board) and committees; Participation in shareholders’ meetings. Implementation of best practice codes; consulting services regarding compliance with rules issued by CVM, B3, including public announcements to the market, in addition to consulting services in the preparation of responses to inquiries made by such regulatory bodies. Our lawyers provide counseling concerning structures in operations involving publicly-held companies to ensure compliance with all legal requirements.
legal opinions
The experience and career of our partner Eli Loria as a commissioner of CVM has given the firm the opportunity to serve companies in different industries seeking Legal Opinion on matters related to corporate law and capital markets, assisting clients in specific demands, administrative, legal or arbitration proceedings, or as an internal document to guide the decisions of company administrators, including Expert Witness in arbitration and legal proceedings.
M&A and Private Equity
Advisory services for Brazilian and foreign investors to define and implement an adequate legal structure in order to develop their corporate activities. Advisory services and structuring of mergers and acquisitions from the beginning of negotiations. Our clients can count on the technical knowledge of our professionals, in addition to strategic focus and risks projection required in large operations. We operate in complex acquisition operations of corporations involving Brazilian and foreign parties, both supporting sellers and purchasers.
Governance of family business
Experience in providing legal solutions to organize partners and family relationships, allowing the creation of planning to hand the business down to future generations.
Arbitration in Corporate Disputes
Our partners are extremely knowledgeable about arbitration, particularly concerning arbitration involving corporate conflicts and disputes related to M&A operations. Our partners’ performance as arbitrators allows them an accurate perspective to settle disputes.
Compliance and Corporate Governance
Development of Integrity Programs; Review/Creation of risk mapping rules and policies. Conduction of internal investigations. Advisory services for structuring and operations of executive boards, board of directors and fiscal council, advisory and support committees, including audit committees, among other bodies; Preparation of codes and other corporate policies, as well as public announcement and training guidelines. Negotiation and structuring of lenience agreements; Monitoring of compliance with commitments assumed under lenience agreements.
Advisory services for operations with related parties/independent committees
Controllers and administrators have to increasingly deal with operations involving related parties or matters concerning voting restrictions. We understand the complexity and specificity of the matters, and offer advice in the creation of decision-making processes which show unbiased resolutions, whether through the creation and participation in an independent committee, or through the creation of mechanisms with emulate an effective and independent negotiation.
Securities Enforcement
Our lawyers have vast experience in investigations conducted by CVM and enforcement actions involving compliance with Brazilian capital market rules. We have sound experience in Securities Enforcement with CVM, the National Financial System Appeal Council (CRSFN), BSM Market Supervision, and the Brazilian Financial and Capital Markets Association (ANBIMA), in all stages of the proceeding.
Investment Funds and Managers and Administrators of funds
Structuring of investment funds, for the implementation of corporate and financial operations. Consulting services on legislation and regulation applicable to activities such as management and administration of funds, consulting services, distribution and custody of securities. Consulting services on legislation and regulation applicable to investments by institutional investors, such as privately-held entities of supplementary pension and insurance companies.