LEGAL SERVICES

LEGAL SERVICES

FULL SERVICE PRACTICE IN CORPORATE LAW

Focused on the assistance of national and foreign companies with their businesses, we act in all areas of Corporate Law, with expertise mainly in the Information Technology, Media & Entertainment, Digital and Infrastructure sectorial markets. See below a more detailed description of our practice areas:

  • Área de Atuação Information Technology, Digital Law, E-Commerce and Outsourcing
  • Área de Atuação Privacy, Data Protection and Information Security
  • Área de Atuação Intellectual Property, Innovation, Media & Entertainment
  • Área de Atuação Administrative Law, Infrastructure and Government Relations
  • Área de Atuação Corporate Law, Mergers & Acquisitions, Banking and Project Finance
  • Área de Atuação Compliance and Corporate Governance
  • Área de Atuação Tributário e Previdenciário
  • Área de Atuação Planejamento Sucessório
  • Área de Atuação Trabalhista
  • Área de Atuação Cível e Mecanismos Alternativos de Resolução de Disputas
Áreas de Atuação 2

Information Technology, Digital Law, E-Commerce and Outsourcing

• Drafting, reviewing and localizing Information Technology agreements (software licensing, services, VAR, OEM, SLAs, cloud computing services, source-code escrow, etc.)

• Drafting, reviewing and localizing of Terms of Use and other policies for websites, social networks and Internet applications

• Assistance with regulatory and business matters related to Technology Information, Internet and e-commerce

• Legal support in the negotiation of contracts and projects related to Technology Information, Internet and e-commerce

• Assistance with the implementation of e-commerce platforms, social networks and Internet applications

• Assistance with outsourcing-related matters (ITO, BPO, FSO, HRO, etc.), including implementation of captive centers

• Strategic support and guidance on administrative and judicial proceeding related to Information Technology, Internet and Outsourcing

• Strategic support and guidance on alternative dispute resolution methods (mediation, arbitration, administrative proceedings on domain name dispute, etc.) involving Information Technology, Internet and outsourcing contracts and projects

Áreas de Atuação 2

Privacy, Data Protection and Information Security

• Drafting privacy, data protection and information security policies

• Assistance with regulatory matters related to privacy, data protection and information security

• Drafting and reviewing non-disclosure agreements and other documents related to confidentiality of data and information

• Legal analysis of information security policies and structures

• Strategic support and guidance on administrative and judicial proceeding related to privacy and data protection, including support in responding to legal requests for provision of data by government entities and agencies

• Strategic support and guidance on alternative dispute resolution methods (mediation, arbitration, administrative proceedings on domain name dispute, etc.) involving privacy and data protection

Áreas de Atuação 2

Intellectual Property, Innovation, Media & Entertainment

• Strategic consulting in Intellectual Property, Innovation and Media & Entertainment

• Drafting and reviewing Intellectual Property-related agreements, including licensing and assignment of trademarks, patents and copyrights, provision of technology, technical and scientific assistance services and franchising

• Representation in administrative proceedings before Brazilian National Institute of Industrial Property (INPI)

• Legal support in drafting and revising marketing campaigns and contest and sweepstakes policies

• Strategic consulting for implementation of new business models, including Internet products and services

• Strategic support and guidance on administrative and judicial proceeding related to Intellectual Property, Innovation and Media & Entertainment

• Strategic support and guidance on alternative dispute resolution methods (mediation, arbitration, administrative proceedings on domain name dispute, etc.) involving Intellectual Property, Innovation and Media & Entertainment

Áreas de Atuação 2

Administrative Law, Infrastructure and Government Relations

• Drafting memoranda and legal opinions in matters related to Administrative, Economic and Regulatory Law

• Assistance with and follow-up on bidding procedures, concessions and public-private partnerships (PPPs), from organizing of the bidding technical and legal documents to defining the bidding strategy

• Representation before the Federal and State Courts of Audit

• Administrative defense from the bidding to the judicial proceedings

• Drafting and presenting request for economic-financial readjustments, including in judicial proceedings

• Review and follow-up of sectorial regulation, including participation on public hearings and consultations, and drafting projects and studies for sectorial regulation for different industries

• Legal support in structured finance projects, in special for concessions and privatizations

• Drafting, reviewing and negotiating engineering contracts (such as EPC, LSTK, DBOT, BOT), operational agreements, partners/shareholders agreements, terms of coexistence and terms of consortium constitution

• Strategic consulting for implementation of legal structures for projects in Statement of Private Interest Proceedings (PMI/MIP) with the Federal, State and Municipal Administration

• Legal support in drafting compliance policies for bidding consortia and special purpose entities, as well as for establishing relationships with the Public Administration

Áreas de Atuação 2

Corporate Law, Mergers & Acquisitions, Banking and Project Finance

• Assistance with constitution of civil and commercial companies (limited liability companies, corporations and silent partnerships for specific ventures)

• Assistance with the management of corporate routines, including for companies enrolled with the Brazilian Securities and Exchange Commission (CVM)

• Drafting, revising, negotiating and registering corporate contracts of high complexity for corporate restructuring projects (memoranda of understandings, letters of intent, partners/shareholders agreements, articles of incorporation and bylaws, buy/sell options, etc.)

• Due diligence for M&A projects (buy side or sell side)

• Legal support in structuring and registering companies before the CVM for IPOs

• Administrative defense before the CVM

• Administrative defense before the Administrative Council for Economic Defense (CADE) for approval of concentration acts

• Legal support in structuring off-shore operations in international jurisdictions

• Assistance with foreign capital statements and registration of foreign investments before the Brazilian Central Bank (BACEN)

• Legal support for the issuance of debt securities is private operations

• Legal support in structured financial operations (real estate development and financing, receivables securitizing, distress, built-to-suit and sale-leaseback operations, etc.)

• Legal support in structuring and constituting investment funds, structured funds, hedge funds, etc.

• Legal support in drafting policies for public offerings, distribution and private placement of investment funds quotas in capital markets

Áreas de Atuação 2

Compliance and Corporate Governance

• Drafting and reviewing codes, manual and politics for compliance, in conformity with the industry-specific guidelines, the Brazilian Anticorruption Law, the Foreign Corrupt Practices Act (FCPA) e UK Bribery Act

• Preventive due diligence for implementation of compliance and governance policies

• Organization of periodic compliance and anticorruption practices trainings for companies’ internal teams

• Building corporate and contractual strategies for consortia and M&A operations for mitigation of compliance risks

• Performance of internal investigations and support on administrative proceedings, public investigations and civil and criminal proceedings before the Public Administration.

Áreas de Atuação 2

Tax and Social Security

• Preventive advice on direct and indirect taxes

• Tax planning aiming to tax reduction

• Strategic planning for foreign companies operating in Brazil, including cross-border transactions and intercompany agreements

• Advice in software, hardware and IT services taxation, including cloud computing

• Assistance with tax operations related to intellectual property and remittance of royalties

• Assistance with transfer pricing-related matters

• Assistance with the implementation of tax incentives for Federal, State and Municipal taxes

• Strategic support and guidance on tax administrative and judicial proceedings

• Strategic analysis of tax proceedings for decision-making on maintenance of or withdrawal from such proceeding, including for special tax payment schedules

• Drafting and filing tax consultations before the tax authorities

Áreas de Atuação 2

Succession Planning

• Assistance with succession of corporate control and family asset

• Drafting and implementing rules for corporate governance and interaction between partners, aiming to the companies’ continuity and assets’ preservation.

• Drafting and reviewing partners/shareholders agreements

• Counseling in disputes, divisions, asset-sharing, inventory, wills, etc.

• Tax planning of family company structures

Áreas de Atuação 2

Labor

• Preventive advice to the companies’ labor matters

• Drafting, reviewing and localizing labor agreements and their amendments, stock option plans, compensation plans, profit sharing programs, etc.

• Assistance with collective bargaining and administrative proceedings with the Unions and relevant entities

• Assistance with and guidance on constituting internal commissions and policies

• Assistance with international transfer of employees and issuance of the appropriate visas (business, work and permanent)

• Strategic support and guidance on labor administrative and judicial proceedings

Áreas de Atuação 2

Civil Law and ADR

• Drafting and reviewing civil and commercial agreements

• Assistance in civil, corporate and consumer-related matters

• Strategic analysis of potential conflicts and assistance in risks mitigation

• Strategic support and guidance on civil administrative and judicial proceedings

• Strategic support and guidance on alternative dispute resolution methods (mediation, arbitration, administrative proceedings on domain name dispute, etc.)