CORPORATE COMMERCIAL LAW AND CORPORATE LAW

- Organization Scope and Corporate Structure

We admire and believe in those who create business, no matter the size, from the self-employed, SMEs or big companies, because we know the problems all of them face everyday in all legal and commercial sceneries.

We think that it is necessary that the businessman and managerial position holders focus on their own roles, therefore, we understand that we are who must go the company site. Regardless the fact that our law office is always available for companies or customers all days of the year. We have the commitment we have created, and hence, it is natural to help and facilitate the already complicated tasks of businessmen and managerial position holders. Hence, we try to avoid efficiently the interruption of companies work and take in as short time as possible, thus avoiding unnecessary movements.

We know well the amount of obstacles companies face in all fields every day, and we have a deep respect and admiration for those who are determined and insist innately on creating and producing. Hence, we support the companies for their loyalty and well-doing and help from inside and outside the proper company to meet their commitments and create business, with the satisfaction of the work well done, with professionalism, dedication, and effort.

Legal services field and activities of the firm in the social life of the company itself and Corporate Governance:

• Family Enterprise: integral adviser, professionalization, corporate governance and business succession planning
• Secretary non-counselor of the Business Board of Directors, advice to the Board of Directors, keeping of the Board of Directors Secretariat.
• Structure organization or business inner and external restructure.
• Assistance to Shareholders’ General Meetings.
• Constitution of any type of Company.
• Negotiation and signing of shareholders’ agreements.
• Business Corporations Transformation.
• Corporate Restructuring Operations (Mergers, Demergers and Acquisitions).
• Creation of business holdings.
• Business transfer.
• Business and Society Acquisitions, Due Diligence.
• Joint Venture
• National and international contracting or recruitment.
• Creditor’s arrangement processes.
• Winding-up of companies.
• General Company operations (Capital increase and reduction, bylaws amendments, etc.).
• Challenging of corporate agreements, exercise of social action of Administrators’ responsibility.
• Attendance at meetings of partners and boards of directors.
• Representation and mediation.
• Legal audit
• Business plans
• Para-corporate Agreements.
• Family protocol and business succession.
• Drafting, negotiation and conclusion of contracts and contracts for the sale of shares and company holdings and establishment of real or customary rights on such shares.
• Legal defense
• Good governance codes
• Electronic voting
• Board and Council Regulations.
• Remuneration of administrators and senior managers
• General and strategic advice to the Board of Directors.
•  Planning and creation of functional, organization and control corporate bodies (Commissions, etc.).
• Relations of the Board with Commissions, Committees and other Bodies, including Policies, and Compliance and Corporate Social Responsibility systems.
• Cooperatives: extensive experience in the social life, structure, operation and Corporate Governance of Cooperatives of any size.
• Foundation (nonprofit corporation, charitable trust): extensive experience in social life, structure, operation and Corporate Governance.

- Commercial field, national and international.

It is also very important that the corporations have legal assistance and are defended for their commercial or trade activity, in national or international activities in the field of Food, Transport, Energy, Agriculture, and in general in most national and international trade activities, both in legal assistance in National and International Law in commercial relations, and in the creation of contractual documents used in all types of commercial relations between the corporation and its trade environment, in a sustainable manner within its scope of action, giving as an example the following actions in the field of Commercial Contracting:

- Trading:

• Negotiation and drafting of contracts for the sale of goods, national and international.
• Promise of sale
• Purchase option, with or without premium.
• Rural/urban real estate
• Business or company.
• Of vehicles
• In installments of movable property
• Vessel
• Aircraft
• Social shares
• Of actions
• Swap
• Supply
• Arras

- Industrial property.

- Intellectual property.

-Associative contracts:

• Joint accounts
• Civil society
• Community property

- Warranty contract:

• Guarantee line contract
• Counter guarantee
• Letter of sponsorship
• Securities pledge
• Pledge of documented credits in fixed-term deposits
• Pledge of goods
• Pledge of bills of exchange
• Pledges of life insurance policies
• Pledge of shares in securities investment funds
• One-sided chattel mortgage
• Garment without displacement
• Ship mortgage
• Constitution of maximum mortgage
• Bond contract

- Commercial leases:

• Execution of work with contribution of materials
• Ship construction
• Provision of training services
• Engineering contract
• Technology transfer (know-how) and technical assistance
• External business collaboration
• Commercialization of property rights
• Brand marketing
• Company lease
• Lease for use other than housing
• Movable property lease
• Rustic farm lease
• Audit of accounts
• Contract for the provision of Administration and Management support services

- Commercial representation:

• Commission contract (transport, guarantee, sale, etc…)
• Agency contract
• Mediation contract
• Commercial concession contract,
• Delegation contract
• Franchise contract for distribution, services, and production.
• “Corner” and “shop in shop” franchise agreement.

- New technologies:

• Purchase website
• Software use license
• Computer licenses: use license, and special use for "upgrade".
• Maintenance of software package, program and computer system.
• Software distribution
• Distribution with added value (VAR)

- Stock contracts:

• Custody and administration of marketable securities
• Financial instruments market commission
• Acquisition of public doubt with repurchase agreement
• MEFF merchant commission contract between member and client
• Global account of the official futures and options markets
• Investment portfolio management
• Market credit
• Framework contract for financial operations

- Transport:

• Internal transport of goods by road full load and fractional load: contract, bill of lading.
• Freight transport by road of continuous duration:
•  International road freight transport: CMR consignment note
• Maritime freight transport of bill of lading goods.
• Maritime transport of goods under charter.
• Combined and multimodal transport
• Air freight.