Corporate Law and M&A

Through our Department of Corporate Law we advise our clients on the wide variety of matters that can come up in this area.

from the organization and registration of local and foreign corporations to advise on the formation and formalization of corporate structures for the carrying out of investments in the country that suitably adapt to their business interests, as well as all the problems that can arise in everyday corporate dynamics.

The areas of practice include, among others:

  • Registration law. Organization and registration of local and foreign corporations
  • Foreign investment Purchase and sale of stake of capital stock.
  • Shareholders agreements and operating agreements
  • Initial Public Offering processes
  • Corporate reorganization processes Mergers and acquisitions.
  • Structuring and negotiation
  • Structuring of capital stock
  • Acquisition and sale of assets
  • Corporations subject to special controls due to the conduction of regulated activities (banking and financing activity, public utilities, insurance, games, etc.)

The practice of the team of professionals in this field includes litigations connected to the exercise of corporate law in the pre-judicial and judicial stages, to which purpose it works together with the Litigation Department.

Venture capital

The Department of New Ventures continues with the tradition introduced in 1999 by Uriburu-Bosch & Asociados Law Firm, which has been a leader and pioneer in promoting and advising the entrepreneur activity in Argentina.

Since 1999, the members of the Department of New Ventures have dedicated to accompany entrepreneurs, angel investors and venture capital funds –of our country and abroad- in the creation, organization and expansion of new companies. As advisors to these new ventures, we have developed a practice specially focused on the needs of young and fast-growing companies.

Our lawyers have the necessary training and experience to satisfactorily cope with the needs and conflicts that entrepreneurs, emerging companies, investors and funds are faced with on a daily basis. These features include the specialization in the following areas:

  • Organization of start-ups and equity structures among founders, employees and investors
  • Dissociation of founders and “key” employees from their previous jobs
  • Protection of company’s secrets and other intellectual property rights and technology licenses
  • Collaboration and support in the fundraising of venture capital and structuring of financial transactions from the start-up to the mezzanine stage
  • Organization of efficient strategic alliances and successful joint ventures
  • Comprehensive advising for the company connected to business law
  • Negotiation and structuring of mergers and acquisitions
  • Preparation of shares incentive plans for employees of all levels of the new projects
  • Local and international structuring of angel funds and venture capitals to be invested in Argentina and other countries of the region

Due to the years of experience of each and every member of the Department of New Ventures, today we are a team with the ability to efficiently manage our clients´ problems, but most importantly, to anticipate those problems and apply preventive actions successfully. We work as a team –quickly and effectively- to develop our clients´ transactions so that they can exclusively focus on the progress of their new business.

Tax

National and international tax planning has become one of the fundamental pillars for the development of new projects and businesses everywhere in the world.

To this purpose, the Department of Tax Law, in line with the other areas of the firm, advises on the structuring and implementation of the legal forms that best and most efficiently suit the development of our clients` businesses, and provides support to our clients in each one of their needs, both in Argentina as well as abroad.

The Department of Tax Law has a large structure which includes distinguished professionals having in-depth knowledge of tax matters. We advise our clients throughout every single stage of their commercial activity.

Our team offers the following services:

  • National and international tax planning for investments in Argentina through different financing forms and capital structures
  • Organization of start-ups
  • Comprehensive advising for the company connected to national, provincial and municipal tax law
  • Structuring of mergers and acquisitions
  • Debt reorganization
  • Design of legal forms that are efficient for the development of the business
  • Advise on tax-related actions before the Courts or in administrative agencies at national, provincial and municipal levels

The members of the Department of Tax Law have rendered tax-related services in the following economic activities: pharmaceutical, food industry, agricultural, new technologies and the Internet, software, mining, oil, public utilities, iron and steel, metallurgical, car, banking and finance, media and entertainment, advertising, textile, wine-growing, building, real estate, tourism and publishing.

Media and entertainment

As the impact of the media in a globalized world is gaining prominence and is generating greater interest among those who offer and consume products and services, as well as between those who offer and consume music, cinema, theater, etc., the involvement of the attorneys in the entertainment business has become comparable to that of a manager or publicist for their necessary interaction in business knowledge itself.

The Media & Entertainment Law has become an specialized area that involves media in all kinds (music, publishing, advertising, internet, radio, cinema, TV and news media, etc.) and it covers multiple legal fields including, but not limiting to, corporate, finance, intellectual property, advertising, marketing and privacy.

The Media & Entertainment Law is generally divided into the following areas, depending on the type of activities that have their own specific unions, law and negotiation strategies:

· Cinema
· Multimedia
· Music
· Editorial
· Radio & Television
· Theatre
· Design and Visual Arts

Litigation

In the dynamics of all human relations, conflict is inevitable. Therefore, even when we consider that preventive advice and action are of fundamental importance, our Litigation Department has professionals who are ready to provide answers in these conflict situations.

We litigate in the different fields of the practice of law, including, among others:

  • Commercial
  • Labor
  • Civil
  • Administrative antitrust and consumer´s rights
  • Tax
  • Insurance
  • Transport of goods – in different forms
  • Bankruptcy and reorganization proceedings

The Litigation Department provides a wide legal management service, from simple foreclosures to litigation over complex matters. We represent our clients before judicial or administrative courts anywhere in the country, as plaintiff or defendant, in all jurisdictions and instances, whether directly or by means of correspondent law firms. Furthermore, through the international alliances, we are ready to deal with conflicts which consequences go beyond the borders of our country.

Our work team has a wide experience, which enables us to have a complete and comprehensive view of the conflicts and their possible risks. Some of our professionals have participated in relevant cases and others have held offices both in the Judicial and Executive Powers.

Labor and social security law

Labor law,individual and collective, constitutes a key area of practice both in already established companies as well as in those companies undergoing a start-up process. The proper structuring and management of the human resources can make all the difference between business success and failure.

The lawyers of the Department of Labor and Social Security Law are widely experienced in this law area since they have participated in a variety of matters of different complexity to help our clients establish human resources and work safety and hygiene policies, design compensation plans for employees, solve individual and collective conflicts, conduct negotiations with trade unions, make filings before administrative authorities and face claims.

We offer our expertise in the following fields:

  • Negotiation and drafting of individual employment contracts
  • Collective bargaining agreements and structuring of labor relationships
  • Attention to trade union conflicts
  • Design and drafting of compensation, motivation and employee retention plans
  • International hiring and expatriates
  • Adaptation of the policies of multinationals to the Argentine legislation
  • Design, wording and implementation of codes of conduct and compliance rules
  • Proceedings before the different labor authorities, both national as well as provincial
  • Company reorganization and restructuring whether in case of crisis or due to modifications, massive layoffs, voluntary retirement plans, crisis preventive plans and negotiations in all spheres in order to implement the reorganization
  • Contentious labor matters and resolution of conflicts
  • Advice related to social security contributions.

The challenge that the Department of Labor and Social Security Law is faced with is to generate value by improving the quality of the human and labor relationships of the companies and maximize, at the same time, satisfaction and performance levels. To this end, we have distinctive strengths as regards human resources in order to understand and deal with the problems of labor law within a context that favors the understanding of all the parties involved.

International trade

The Department of International Trade is formed of professionals having a wide experience in matters connected to this field

especially in the application of bilateral or multilateral trade treaties both within the Southern Common Market (MERCOSUR) and in regulations referred to the World Trade Organization (WTO) (international distribution agreements and international purchase of goods, among others).

Within the WTO and the MERCOSUR, we have participated in different dumping investigations, safeguards and benefits brought by the Argentine Republic against third party exports. Furthermore, we have advised different sectors of the domestic production.

The increase of trade transactions, both inside and outside the MERCOSUR, has evidenced a strong growth in the demand of our clients connected to import and export matters, such as:

  • Amendments of extra zonal external duties by the different MERCOSUR technical committees
  • Implementation of technical barriers in the different markets –obstacles to free trade
  • Import of used capital assets
  • Obtaining of non-automatic import licenses
  • Registration of companies before the Industry Secretariat of the Argentine Republic in order to obtain permits for the import and export of products

Intellectual property, Data privacy & New technologies

Today’s technological challenges require comprehensive legal assistance to follow the development of businesses and endeavors around the world.

To these purposes, the Area of Intellectual Property, Data Privacy & New Technologies has outstanding professionals with extensive knowledge in technological and legal matters that, together with the other areas of the firm, offers comprehensive services of protection and advice on the matter, supporting our clients in each of their needs, both in Argentina as well as anywhere in the world.

In order to render our services more effective, the Intellectual Property, Data Privacy & New Technologies Area has a solid structure including outstanding professionals with deep knowledge of new technologies and businesses, as well as a proven academic experience, guided by the mission of advising our clients in all stages of their commercial activity.

The most relevant services offered by our team are:

  • Industrial Property: Trademarks, Patents, Utility Models, Industrial Models and Designs.  Anti-piracy legal actions. Advice on technology transfer.
  • Intellectual Property: Copyright and neighboring rights. Legal protection of the Software.
  • Privacy and Data Security: Advice and implementation of privacy policies and data security. Databases registration. Analysis of the implementation of privacy and personal data security technologies. Assistance in compliance with local and foreign data privacy regulations.
  • Contracts and Agreements: Licensing and Assignment of Rights Contracts. Computer contracts. Rights of image. Contracts in general.
  • Professional Advice: Implementation of new technologies and complex technologies in business. Protection of new formats. Legal protection of commercial projects on the digital field. Legal protection of new technologies. Assistance in complex biotechnology issues. Advice on advertising and entertainment.
  • Negotiations: Complex negotiations regarding the implementation of new technologies. Licensing agreements and assignment of rights. Negotiations in complex technological acquisitions.
  • Litigation: Integral assistance in legal actions before the ordinary and federal courts throughout the country.

The professionals of the Intellectual Property, Data Privacy & New Technologies Area have participated in matters related to the following industries: music recording, agricultural, new technologies and Internet, information security, biotechnology, pharmaceuticals, software, banking and finance, media and entertainment, video games, e-sports, advertising, textile, design, wine, real estate, tourism, publishing, among others.

Energy and environmental law

Every economic development requires a proper structure to ensure the protection of the environment, the efficiency of the resources (especially energy resources) and the facing of future liabilities.

The Department of Energy and Environmental Law is formed of lawyers and professionals who are qualified to advise our clients on how to conduct all kinds of projects and face the multiple everyday contingencies, providing information and comprehensive legal protection connected to environmental, energy and safety and hygiene legislation, whether international, national, local or administrative.

Specially, we offer the following services:

  • Legal advise on environmental and work safety and hygiene matters
  • Advice on non-renewable energy projects, sustainable development and carbon credits (Kyoto)
  • Urban and rural planning
  • Compliance of environmental and sector-related rules
  • Obtaining of authorizations, permits and certificates
  • Implementation of management systems and international certifications
  • Comprehensive assistance related to legal and administrative actions, civil actions, injunction proceedings and preventive measures
  • Attention to inspections and experts´ opinions
  • Contracts and biddings
  • Evaluation of environmental impact, public hearings
  • Environmental audits (due diligence)
  • Corporate Social Responsibility
  • Communication and crisis management
  • Environmental insurance

The aim of our Department of Environmental Law, together with the other areas of the Firm, is to allow our clients´ activities to be in line with the concept of sustainable development, that is to say, extended in time in such a way that the adequate environmental management ensures not only the continuance of the activity but also the least possible alteration of the natural or urban environment and the rational use of natural resources.

Competition antitrust law

In a national and international context where the demand for legal services in this area has grown steadily, the Department of Competition/Antitrust Law and Domestic Trade Regulation is formed by specialists whose vast experience enable them to provide comprehensive advise to its clients.

As regards competition/antitrust law, we conduct the following activities:

  • General and preventive advice on anti-trust practices or conducts forbidden by Act 25,156 (unilateral practices or exclusive group of markets and/or groups for impeding entry of third party competitors, agreements with binding features, fixing of predatory prices, price discrimination, abuse of dominant position, exclusionary or exploitary practices).
  • Advice and representation on pre-merger control procedures before the regulatory authorities of Act 25,156.
  • Company advice and representation in administrative or judicial processes due to the investigation of cartels and anti-trust practices.

Furthermore, we are specialists in domestic trade regulations such as:

  • Consumer defense
  • Antitrust and unfair competition
  • Law of supply
  • Specific regulations applicable to economy sectors

The challenge that the Department of Competition/Antitrust Law and Domestic Trade Regulation is faced with is to accompany our clients in the implementation of their trade policies or plans ensuring that the same are applied in full compliance with the regulations currently in force.