International Corporate Advisory and Regional Business Development

The complexity and the wide framework of the company business demand a harmonious and interdisciplinary vision of the Civil and Commercial Law and a deep knowledge of the subject, applied with practical criteria and maximum efficiency.

We provide advice for various industries in national and international transactions, coordinating regional operations, with a high expertise.

Our team fully meets the conditions that the expertise requires, providing legal assistance on the following main issues:

• Mergers and acquisitions, support acquisition and divestiture plans and private equity investments in LATAM. Representation as agents in the purchase or sale of companies.
• Valuation analyses and focused negotiations.
• Structuring of complex financial transactions.
• Draft of shareholder agreements, incorporation of companies and corporate reorganization schemes, corporate representation.
• Legal audits and due diligences.
• Resolution of corporate conflicts.
• Distribution agreements, franchise, commercial agent in LATAM. Civil and commercial lease.
• Civil and commercial litigation.
• Modern type of commercial agreements, collaborative economies, digital platforms.

We offer agile solutions for the establishment of branches or subsidiaries, including the expedited acquisition of pre-incorporated corporations (off-the-shelf S.A.s). Our services include the definition of the board and share capital composition.

To ensure successful execution and a smooth transition during expansion, our advisory services also extend to risk mitigation and contingency management, including matters arising from the termination of distribution agreements and other pre-existing commercial relationships.

Expertise in Corporate Legal Advisory in Argentina

Our deep understanding of Argentina's regulatory framework enables us to provide highly specialized local corporate legal support, essential for the secure operation of international companies:

Regulatory Affairs and Public Tenders: Review of tender specifications and local contracting conditions for large-scale projects, ensuring compliance with requirements related to sworn statements of integrity and transparency.

Tax and Customs Management: Registration of the company in Argentina before national tax authorities (ARCA) for enrollment in taxes such as VAT, Income Tax, and employer registration.

This comprehensive service approach is further strengthened through our ability to coordinate directly with top-tier business consulting firms and law firms in the United States. Through our strategic advisory structure, with presence and leadership in the U.S. market, we guarantee our clients not only local legal execution in Latin America but also seamless coordination and project management with a cross-border approach.

The Firm is distinguished by its performance and expertise in matters related to International Trade and Customs Law in Argentina. The members of the Department of International Trade and Customs Law have a solid experience in this field. We provide comprehensive advice to our national and international clients. We have an economist special counsel specialized in industry's economics and trade.

In a context of growing demand for advice on issues related to trade, import and export, due to the increasing volume of commercial operations, the International Trade area provides extensive advice to its clients on issues such as:

• Antidumping investigations, safeguards and benefits brought by the Argentine Republic against third party exports. Furthermore, we have advised different sectors of the domestic production.
• Regulations on international trade of services and goods: international distribution agreements and international purchase of goods, among others. Application of bilateral or multilateral trade treaties both within the Southern Common Market (MERCOSUR) and the World Trade Organization (WTO).
• Import Licenses. Import of used capital goods and production lines. Registration of companies before the Ministry of Production to obtain import and export permits.
• WTO Dispute Settlement.
• Technical obstacles to free trade: Implementation of technical barriers in the different markets.
• Amendments of extra zonal external duties by the different MERCOSUR technical committees.

Our customs practice covers a wide range of matters. Our firm specializes in analyzing, counselling, and assisting our clients in all conflicts arising against the custom service, involving either administrative or judicial procedures. We provide full services to companies regarding how to perform international operations (import and export), including (but not limited to):

• Rules of Origin.
• Custom valuation of merchandise.
• Tariffs classifications.
• Special import or export regimes.
• Interpretation and application of domestic and international regulations (especially regarding to WTO and other regional and international agreements).
• Legal defense in custom summaries initiated due to infringements to the Custom Law in different jurisdictions.

In order to understand the client's needs in this area and provide adequate answers and solutions to the labor issues, it is not enough to simply know the laws in force. It is also necessary to have a proven experience, solid analytical skills and a nurtured ability in designing tools to achieve effective management of human resources.

Through a creative, precise and clear advice, the labor department of the firm meets all those requirements and neutralizing the risks and the inflexibility of the labor legal provisions, contributes to the proper development of the business of the companies.

The labor advice provided by the firm includes all the Labor Law matters and among others, the following ones:

• The setting up of salary structures, executive contracts and complex decoupling agreements.
• Assistance in the preparation of internal investigations in cases of corruption and fraud, and scenarios of workplace mobbing and sexual harassment.
• Active participation in collective bargaining and collective labor disputes.
• Assistance in transactions for purchase and sale of companies ("labor due diligence").
• Defense of the interests of the company in administrative and judicial claims.

The Department of Competition/Antitrust Law and Domestic Trade Regulation is formed by professionals with vast experience in the field. We provide comprehensive advice on the different issues that arise in this matter, including:

• Economic concentration prior control proceedings (pre-mergers and acquisitions procedures before the regulatory authorities).
• Administrative and/or judicial investigation proceedings on antitrust behaviour (cartel investigation proceedings and antitrust practices among competitors, both as plaintifs and as attorneys for the competitor charged with the unlawful behaviour). Including the analysis of certain behaviour such as abuse of dominant position, competitors' price fixing agreements, piggy-back agreements, price discrimination, practices for market exclusion and/or hindrance of third party competitor entry, sale or supply denial, among others.

Likewise, we provide preventive advice and representation on anti-trust practices. In the field of Domestic Trade Regulation, we specialize in several matters such as:

• Advice and representation in administrative and judicial proceedings under the Consumer Defense Law.
• Advice and representation in matters of unfair competition and commercial loyalty.
• Advice and representation before local authorities (INAL – ANMAT, among others) for regulatory issues such as, product labeling, marketing conditions, commercial qualifications.
• Supply Law in different jurisdictions.