Franco Advogados | São Paulo | Porto Alegre | Brasília | Florianópolis

Mergers and Acquisitions (M&A)

Right from the initial stages of negotiation, Franco Advogados accompanies its clients (both foreign and national), private equity funds or venture capital and other investors in the M&A process, through Due Diligence, until the final signing is done. Our lawyers do the follow-up of these contracts also in the post-signing phase.

 Among the main services rendered by the team of lawyers are the following:

  • Negotiate and draft the Memorandum of Understanding (MoU), the Non-Disclosure Agreement (NDA), the Letter of Intention (LoI) and other preliminary documents;
  • Analyze and counsel on optimizing tax incidence;
  • Propose and implement initial structures at the pre-M&A stage;
  • Conduct the due diligence along with the representatives of the clients;
  • Prepare and negotiate the main contracts, whether of M&A, joint venture, direct investment or partnerships;
  • Structure and implement security measures regarding the property / real estate. This includes topics like fiduciary alienation, mortgage, escrow accounts etc.;
  • Prepare the documents for registration in order to transfer the entitlements;
  • Provide legal advice regarding the fulfillment of Brazilian Central Bank´s regulations on foreign capital and foreign exchange operations;
  • Counsel the involved parties at the post-signing stage of contracts as to whether or not the agreements are fulfilled and offer contract management. This may entail making notifications, negotiating indenization and doing follow-up on judicial processes due to third party claims.