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Real Truth at the Tax Administrative Procedure" is appointed as mandatory reading and study at the University of Sao Paulo Law School, Tax Post Graduation, with the Economic, Finance and Tax Department. |
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Gustavo Contrucci releases "What is Law Evolution" |
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Contrucci & Restiffe was retained to defend clients in two complex administrative procedures |
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Associate Lívia Santos design and support a wealth and asset management partnership for foreign investors coming to Brazil |
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Areas of Practice: Contrucci & Restiffe covers the most important and relevant branches of business law, highlighting Corporate law, Structuring, Mergers and Acquisitions - M & A, Contracts, Financial and Capital Market Laws, Banking Law, Tax Law, Judicial and Extrajudicial Recovery, Insolvency/Bankruptcy and Litigation and Corporate Litigation.
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Structuring |
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- The best experience of the market for business strategies with unified legal thoughts, to achieve the best solutions to problems and opportunities of clients. CRLaw offers solutions to its clients for structuring, re-structuring, definition and re-definition of businesses, its operations and acquisitions, joint ventures, mergers or divestitures, disposals and restructuring of debts. Structuring gives companies the opportunity to find faster and more cost efficient solutions, involving different areas of law (such as corporate law, corporate income tax, transfer pricing, agreement to avoid double taxation, mergers and acquisitions, value added value – VAT, commercial law, capital markets, finance, corporate governance and antitrust) to create, define and implement structures tailored to improve, with efficiency, the clients’ global business.
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Tax |
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- CRLaw offers unique tax experience in the market, with professionals with high technical and practical knowledge both for inbound and outbound transactions. Professional who worked in the United States, Europe, Middle East, Asia, Africa, Latin America and Brazil, drawing, negotiating, structuring and implementing tax planning for corporate income taxes, transfer pricing and value added taxes, including meeting and negotiating tax audits and tax assessment. Our experience is literally global when comes to transfer pricing, tax treaties, handling tax audits, permanent establishment and cross border transactions. Highly differentiated experience at your disposal.
- Tax Consulting involving federal, state and municipal taxes.
- Support in administrative and court litigation.
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Mergers and acquisitions - M & A |
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- If actions speak louder than words, our differentiation in M&A appears in our transactions: BrF, DuPont Pharma, Concórdia, Invista. These transactions, among others, give us an experience of more than US$ 30Bilions in business of M & A which we have been involved, from the simplest to the most complex, involving, in a single case, 64 different jurisdictions, while in other case 50 families and investment funds. Our experience covers the following sectors: Food, Oil & Gas, Pharmaceutical, Textiles & Chemicals, Agribusiness, Banking, Real Estate, Biotechnology, Asset Management, Automotive, Capital Markets, Mining and Energy, Communications and Hospitality
- Mergers, spin-off, companies incorporation.
- Sale of control and holding structures.
- Alliances, partnerships, consortiums, associations and joint ventures.
- Advice for the structuring of new companies with investors or operators.
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Corporate |
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- CRLaw has been advising Brazilians and multinationals companies in several aspects of corporate law, from drafting its first by laws, through advising the a best corporate form, implementing such advise, drafting by laws or structuring their groups. Beyond the practice, our partner Restiffe has outstanding performance in the academic field of corporate law, especially his acclaimed “Manual of Commercial Law”. We were among the first firms to use the institute of exclusion of members in Brazil limited liability company. Contrucci has managed a corporate structure of more than 200 companies in the same group.
- Corporation (company) / limited liability corporation.
- Limited partnerships.
- Corporate Governance.
- Shareholders’ agreements.
- Businesses reorganization.
- Restructuring and succession of family business.
- Corporate Dissolution (withdrawal and exclusion of shareholder).
- Corporate Dissolution.
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Financial and capital market laws |
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- We had the honor of representing the buyer of a bank licensed to operate in Brazil and prepare all of its business plan and feasibility study for the Central Bank, covering the legal aspect. We assist the day-to-day operations of this institution. We supported the sale and purchase of Concordia financial institutions.
- We have acted as a second opinion in certain initial public offerings. We provided As first opinion on the structuring of investment funds registered with the Brazilian Stock Exchange.
- Also in the Capital Markets we act before the Brazilian Stock Exchange (CVM) in defining defense strategies and defending companies and administrators before investigations and analysis. CRLaw also supports the work of Investors Relations in-house departments and fulfilling their legal requirements before the CVM.
- Advice on lending operations, national and international.
- Debt restructuring.
- Securitized receivables.
- Project finance.
- Advice on bonds and securities.
- Advice on derivatives, swaps contracts, options and futures and other transactions on the
- stock exchange, commodities exchange and futures and over the counter market
- Advising on public and private offerings.
- Advice on IPO.
- Advice on hostile offers.
- Assistance in the structuring of investment funds.
- Advice on banking and capital market regulations.
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Business Contracts |
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- In the contract area our office covers the most diverse areas of law, with tailored contracts for each and every case.
- Advising and elaborate of national and international commercial and business contracts.
- Assistance in the negotiation of complex business contracts.
- Consulting in complex transactions.
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Banking |
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- Structuring of financial transactions.
- Legal advice for the development of new products.
- Assistance in preparing and reviewing banking and financial contracts.
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Debt restructuring and insolvency |
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- Advice and direct action in cases of bankruptcy, either before or beyond courts, debts’ restructuring, focused on the direction and definition of creditors and investors clients and its strategy.
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Corporate litigation and conflicts settlement (resolution) |
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- In addition to a general action at litigation, our firm has an in-depth focus in corporate litigation, an area that has been growing in importance at the evolution of family business and at professional companies. Further, our corporation litigation practice covers separation agreements, joint venture or divestitures. Our office is also a leader in corporate officers liabilities and responsibilities,. Increasingly, you must contact us to be effective in managing a conflict, at a potential conflict, or even to structure your investment with a view to minimizing your chances of losing a dispute. We act on:
- business demands, commercial, banking and civil of high complexity.
- corporate matters involving shareholders disputes and corporate participation by both the controller or by the non-controlling shareholders.
- actions involving the liability of directors and administrators of companies and limited companies.
- Partial Corporate Dissolution and total (judicial and extrajudicial).
- Assistance before and during the litigation to customers.
- Definition of strategy and creative construction of cases.
- Prevention and resolution of civil and business disputes in a pragmatic way.
- Business negotiations.
- Outstanding performance in State and Superior Courts.
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