Corporations and Mergers and Acquisitions
SOTTO MAIOR & NAGEL ADVOGADOS advises Brazilian and foreign clients on anything from the establishment of companies to the preparation of the most varied types of business and commercial contracts, always aiming to meet the daily demands of its customers with quality and agility.
Our firm assists domestic and foreign investors with the acquisition and restructuring of companies in Brazil or abroad, developing projects such as legal audit of the prospect company, negotiations with third parties involved, and preparation of documents to formalize the acquisition or reflect the new Company structure.
The practice also offers implementation of sophisticated Compliance programs and anti-corruption analyses, as well as legal advice on foreign investments and debt restructuring.
Corporate
In daily business, we assist our clients with the preparation and negotiation of corporate activities necessary for formalizing and legalizing resolutions and approvals of partners and administrators before Commercial Boards, the Brazilian Internal Federal Revenue Service, the Treasury Department and other related organs. We also advise on registration and information changes at trade associations, such as the Regional Engineering, Medical and other councils required by commercial law.
Company Valuation
We advise on Mergers and Acquisitions projects for various segments. For a company sale or corporate dissolution process, it is essential to perform prior assessment of the prospect company.
The evaluation gives sellers a parameter to analyze business proposals. This evaluation will not necessarily be used directly in negotiations but will be subject to valuation discussion with the investor. It is important to identify the value of a business and understand what needs to be improved for better market positioning.
M&A / JV
As one of the main areas of activity of SOTTO MAIOR & NAGEL ADVOGADOS, we have professionals with extensive experience in M&A projects and corporate restructuring, combining activities ranging from auditing and negotiations on behalf of our clients to preparation of documents and contracts necessary to formalize the an operation. Our practice also includes advisory on the constitution of domestic and foreign investment funds, as well as dealing with foreign financial institutions and investors to enable international remittances, loans and financing needed to formalize more complex operations.
Business Contracts
Our experience in drafting the most varied and complex types of business contracts gives our clients reliability and assurance necessary to conduct their businesses. Our professionals adapt to the various scenarios and situations in the domestic and foreign corporate environment to ensure contract protection to our customers.
Compliance and Anti-Corruption
Our practice includes conducting internal investigations, assisting in cases of violation of the Brazilian Anti-Corruption and Foreign Corrupt Practice Act (FCPA) laws, reviewing and implementing global Compliance programs, internal policies, codes of conduct and business ethics manuals, training and revision of compliance contracts. For Merger and Acquisition operations, we perform risk assessment according to good compliance practices.
Debt Restructuring
We advise companies in financial distress, including debt rescheduling plans, advising on distressed investments and financing projects, risk analysis, contract drafting, negotiation and development of legal structures and non-judicial recovery plans to make investments viable, representing domestic or foreign investors, creditors, partners and debtors.
Foreign Investments
We advise our clients, both Brazilian and foreign, in complying with their obligations to the Central Bank of Brazil, particularly regarding the foreign exchange market, Brazilian investments abroad and foreign investments in Brazil. We provide records and arrangements necessary to formalize such investments, as required by the Central Bank, and prepare documents for loan operations and capital remittances, abroad or to Brazil.