PRACTICES
CORPORATE AND M&A
Almeida Prado and Hoffmann serve Brazilian and foreign clients, in the various stages of business structuring and development in the most varied sectors and industries, in order to provide efficient service for routine corporate issues, representation or definition of more sophisticated investment structures, conducting M&A operations, advising companies, partners, shareholders and administrators throughout the entire journey.
Our work aims to support our clients, whether they are individuals or legal entities, investors or investees, for all the company's activities, including consultancy on various topics, among others, the following:
Area Partner: Graziela Frati
- Constitution and alteration of limited liability companies, joint stock companies, associations, consortiums and all types of companies, including the preparation of corporate documentation required for the regular development of the company;
- Conducting routine corporate matters, such as election of directors, deliberation of matters subject to a qualified quorum and representation of clients in shareholders' meetings;
- Elaboration and review of minutes of meetings with partners, board of administration and board of directors, minutes of shareholders' meetings, contracts and bylaws;
- Bookkeeping of social books and coordination of legal publications and carrying out registration procedures in Boards of Trade, Civil Registry of Legal Entities and Registry of Deeds and Documents;
- Elaboration of a code of ethics and business conduct and adoption of anti-corruption and compliance measures;
- Corporate conflicts, rights and duties of administrators, partners and shareholders, preparation of memorandums of understanding (MoU), letters of intent, agreements of partners and shareholders, stock option plans;
- Planning and implementation of corporate reorganizations, including mergers, spin-offs, transformations, drop down, capital reductions, investment agreements;
- Conducting, coordinating, negotiating and reviewing strategic and corporate projects for Brazilian and foreign clients that aim to expand, develop or sell their businesses.
- Mergers and acquisitions (M&A) operations, in all their stages, covering the conduct of due diligence, corporate and tax planning and structuring, as well as the preparation, negotiation and review of all necessary documentation until the end of the operation, such as partner and shareholder agreements, memos of understanding (MoU), letters of intent, guarantee instruments, issuance of debentures and the like.
In M&A operations, our specialized legal areas (tax, labor, litigation, regulatory and corporate) work together to support clients from different profiles and sectors of the economy, aiming to structure and implement projects and transactions, from the simplest to the most strategic and complex.
Our expertise covers consultancy in raising and carrying out private equity and venture capital investments, from startups and companies in the beginning of operations to more mature ventures that have been operating on the market for longer, aiming to serve both invested companies and investors, individuals and legal entities, in angel, seed, series A, B, C investment rounds up to Initial Public Offering (IPO).