Fields of activity

Agribusiness

Agribusiness accounts for a large portion of the GDP, representing one of the pillars of the national economy. Due to the increasing complexity of the business done in this area, the figure of the lawyer becomes more and more important in the consulting, contract, and litigation areas. Through preventive, administrative or litigative measures, we work to preserve or reestablish the rights of rural producers with regard to the protection of their properties or the possession of their lands, draft and negotiate rural lease instruments, partnership agreements, and rural credit. Our performance also encompasses consultancy in matters related to credit certificates connected to rural production, such as the Certificate of Agribusiness Credit Rights (Certificado de Direitos Creditórios do Agronegócio – CDCA), Agribusiness Credit Bill (Letra de Crédito do Agronegócio – LCA), Agribusiness Warrant (WA), and Rural Product Note (Cédula de Produto Rural – CPR), among others, as well as judicial and extrajudicial collection of credits related to this activity.

Assets and Succession Planning

Protecting that which has been built throughout decades of work is crucial. Proper assets and succession planning lends increased tax efficiency in the transmission of resources, in addition to avoiding family disputes and contributing to the perpetuation of the activities of a company. Planning is a multidisciplinary task to be performed most discreetly and taking into consideration the cultural aspects of each family and the companies controlled by them.

Business Recovery

It is necessary to anticipate crises aiming at the continuity of the business activities. This involves adequate planning and debt renegotiation in due time, circumventing any possible legal disputes and making it possible for a company to breathe. Likewise, it is imperative to identify the right moment to file for judicial recovery. We attend to companies in a situation of financial stress in renegotiating agreements to extend debt maturities, and in managing and following up judicial recoveries and requests for bankruptcy, without prejudice to credit habilitation and attending meetings of companies in this situation in favor of their creditors.

Compliance, Anticorruption and Corporate Governance

A recurring topic in the media, which generates great concern, is the alarming and endemic level of corruption rooted in the most different layers of the Public Power and the private initiative. In order to prevent the pernicious social consequences produced by the lack of integrity in the public and corporate environments, Law 12,846/13 was enacted. In force since 2014, it aims at restraining acts of corruption applying civil and administrative sanctions on the individuals and companies that violate its provisions. Said standard elevated the maturity level in the Brazilian business environment and has gradually led companies to adopt preventive measures. Our office develops corporate integrity programs, renders legal assistance in relation to the Brazilian anticorruption and maps corruption-related risks.

Corporate Agreements

The market agents are always interacting to achieve their individual interests. New business is always appearing before a window of opportunities. The dynamics in the wording of agreements that may reflect the covenants between these agents is probably as intense as the technical quality used in drafting them should be. It is indispensible to faithfully depict the wishes of the parties, being mindful of the potential risks that a business represents to a client and how to mitigate them. Our firm advises Brazilian and foreign offices in the negotiation and the drafting of the most different types of agreements, such as supply and distribution, franchising, commercial representation, purchase and sale of goods and services, guaranteed revolving credit, manufacturing to order, and prevision of services in general.

Environment

The issue of sustainability is remarkably present in national and international agendas. Attentive to this reality, as well as to the strict environmental legislation that regulates and permeates the most different corporate activities, our firm advises clients in projects with a polluting potential, seeking to anticipate and mitigate the risks and to avoid delays in their implementation. We act in administrative and judicial proceedings and in the negotiation of conduct adjustment agreements.

Franchising

Constantly expanding, the franchising business represents a significant portion of the ventures in urban areas. Our firm provides consultancy to franchisers and franchisees in dealing with the most different legal matters that spring up in this scenario, from the offering circular to the protection of the sales location.

Intellectual Property and Techonology Agreements

In a society where the intangible assets have become increasingly more relevant, it is indispensible to properly protect intellectual creations, fruit of human ingenuity. Not only do we prepare several types of agreements related to intellectual property, such as licensing, transfer of technology, franchising, assignment and technical assistance, but we also protect the rights connected to intellectual property by applying judicial or extrajudicial measures. Just as intensely, we register and follow up several applications for trade names, patents and industrial designs with the National Institute for Industrial Property (Instituto Nacional de Propriedade Industrial – INPI).

Land Division

An important manner of dividing the urban soil, land division is an urbanization instrument with a presence increasingly more significant in the daily life of Brazilian cities. However, dividing a piece of land into lots is not an easy task and involves a wide range of contractual, tax, environmental, urban, and administrative issues, and land division is a fertile soil for a number of legal questions. Our role is to answer them, helping those dividing lands in all phases of the undertaking.

Management and Resolution of Conflicts in Consumer Relations

From the subway to work; from shopping to the vacation trip, we are always consuming something, although we not always notice. The consumer relations are strikingly present in our daily lives. This is exactly the reason that they generate a huge number of administrative and judicial processes. We manage and solve these conflicts at an administrative and a judicial level to reduce the size of the litigation portfolio, defending the interests of our clients before the consumer protection agencies and the Judiciary.

Management and Resolution of Labor Conflicts

When there is failure in preventing labor disputes, it is time to defend our clients in the judicial sphere. We manage and follow up labor claims focusing on mitigating the resulting liabilities.

Management of Tax Litigation

The relationship between the Public Power and taxpayers gives rise to several administrative and judicial disputes, and it is necessary to protect the latter against any possible abuse committed by the first, many times in violation of the constitutional and infra-constitutional principles. We defend the interests of our clients before all bodies of the federation, both at an administrative and a judicial level. Our activities comprehend the management of tax litigation, the control of provisioning and the follow-up of processes, issuing detailed reports to our clients.

Mergers & Acquisitions, Venture Capital & Angel Investment

The boiling dynamics of the market requires that companies stay updated, earn market share and create synergies focusing on the increase of productivity, profitability and exposure to the target audience. In this context, companies Interact and partner with others, acquiring share or the corporate control over competitors and similar activities. The performance of our office in this field encompasses the due diligence and the drafting, revision and negotiation of investment, purchase and sale of companies or assets, associations, joint venture and consortium agreements.

Preventive Labor Consulting

Prevention is better than cure. This is saying undoubtedly applies to labor relationships. Employers should observe all legal and regulatory guidelines to keep a proper work environment and avoid unnecessary claims that may cause future loss. We provide preventive consultancy and advisory, conducting from due diligence connected to de M&A process to instructing employers to avoid contingencies, liabilities and responsibilities.

Real Estate Agreements

The dynamics of the real estate market requires the entering of a number of instruments to satisfy a wide range of individual and collective interests. Our work covers the drafting, revision and negotiation of the most varied types of contracts, such as: promise of purchase and sale, donation, barter, commercial and residential lease, build-to-suit, and sale and lease-back agreements, in addition to civil construction agreements in general, and land division and real estate incorporation agreements.

Real Estate Due Diligence

Real Estate due diligence has a prevailing role in the analysis of risks and the very legal feasibility of the project related to it. It comprehends the analysis of all real estate liabilities, as well of the seller and their predecessors, in addition to the urban and environmental aspects involved in the operation. Therefore, it emerges as an important instrument to ensure the legal security of a business, especially to foresee any possible fraud in execution or against creditors and other factors that may result in the loss of the property of in the restricted use of the real estate. Our work encompasses the obtainment and the analysis of all documents necessary to prepare a report, which will finally clearly and concisely indicate the risks involved and the proper manners to mitigate them.

Real Estate Incorporations and Building Condominiums

Present in the horizon line of the large- and medium-sized cities, the residential and corporate buildings are a marking figure in the lives of those living in urban centers. Verticalization is a must when it comes to using the urban soil and it was a usual practice already back in ancient times. Since the early days of its conception, real estate incorporation, assumed high complexity in view of the practical and legal issues that delimitate it. We work on all phases of the real estate production chain, from the due diligence to verify the legal feasibility of the construction work to the preparation of the pertaining instruments.

Real Estate Litigation

The dynamics of the real estate market incites a number of disputes involving possession, property, and other related issues. We defend the interests of our clients in renewal, review, and eviction suits, contract termination and resolution; possession, adverse possession, and usucaption actions, expropriation, annulment of purchase and sale deed, embargo of construction works, and rectification of real estate registration, among others.

Recovery of Credibility

The real estate market, strongly impacted by the economic crisis, has experienced very high levels of breach of contract. The chattel mortgage of real estate, instituted by Law 9,514/97 in our legal framework, established a new level of legal security to stimulate the growth of the real estate industry, and when applied in consonance with the legal guidelines and the precedents of the Superior Court of Justice, may yield very positive results in reducing such rates. We act at the judicial and the extrajudicial spheres to rebalance this equation and recover our clients’ credits, either by renegotiating the debt or by executing contract guarantees. We also deal with the execution of mortgage guarantees and the adoption of judicial and administrative measures to protect our clients’ interests.

Startups

The Brazilian startup ecosystem is effervescent, dynamic, and it concentrates a large growth potential. It reveals new talents in the world of entrepreneurism and definitely contributes to innovation in the goods and services consumer market, increasingly attracting the attention of large companies and major investors. Our office has a vast experience in the legal structuring of startups, having provided assistance to over 50 companies on the most different corporate, tax and contract issues along the years.

Structuring of Foreign Investments in Brazil

Despite the bureaucratic obstacles, Brazil is a cradle of opportunities, which fact does not go unnoticed by foreign investors. In the past few years, the Brazilian production sector has received billions of dollars, and, with the increase in the national political and economic stability, investors will regain their trust in it. Focusing especially on attracting investment in new business and the on the real estate market, our firm provides assistance to Brazilian clients that receive the resources coming from abroad, as well as to foreign investors who decide to allocate their capital here. Our work comprehends the structuring of these investments in the most different modalities, such as, for example, Direct Foreign Investment (DFI) and Advance for Future Capital Increase (AFCI).

Structuring of Real Estate Operations

In view of the increased complexity of the real estate transactions in the past few years, the main market players have found themselves obliged to seek creative and dynamic solutions, which require answers to questions that did now exist before. Caution in acquiring real estate, issues related to the taxation of the undertakings and uncertainty related to the best form of entering into partnerships are some of them, without prejudice to others equally relevant, depending on the context. We strive to answer these questions, helping our national and international clients, as well as multinationals, in the organic expansion of their business, in the management of real estate and asset agreements, in conducting due diligences and in preparing the proper legal structures to explore each undertaking, such as hotels, shopping malls, factories, and distribution centers, among others.

Tax Consulting and Planning

The set of tax rules issued by all federative bodies generates a true labyrinth and makes it difficult to develop the corporate activities as it generates legal insecurity. We offer consultancy in tax issues for the most different market segments to clarify our clients’ constant questions which appear in the daily life of their companies. Additionally, we offer customized and safe tax planning, based on the most recent jurisprudential understanding on the matter, avoiding or reducing the risk of any possible questioning by the fiscal authorities.