Montgomery & Associados has a dedicated Aviation Department and extensive experience in assisting clients (including airlines and other players in the aviation industry) in a wide range of aviation related matters, from setting up and obtaining governmental authorizations to do business in Brazil, to representing clients both in and out of court, to negotiating and drafting contracts and providing legal assistance in respect to their day-to-day businesses. The principal aviation-related practice areas include: Corporate, Licensing and Regulatory, Civil Litigation, Contracts, Employment and Customs and Tax.
Banking and Finance
We advise both lenders and borrowers in domestic and cross-border transactions and in several matters involving banking and finance law, such as:
- Structuring of debt financing transactions
- Negotiation and drafting of financing documents and other banking instruments, including secured and unsecured credit agreements in bilateral and syndicated transactions, senior, subordinated and mezzanine financing agreements, documentary credit documents, lease agreements, and bank guarantees
- Negotiation and drafting of security instruments, including personal guarantees (“fianças”), assignments (“cessões”), pledges (“penhores”), mortgages (‘hipotecas’), and fiduciary liens (“alienações fiduciárias”)
- Brazilian Central Bank’s (BACEN) regulations, including registration of foreign loans
- Financing by development banks, multilateral lending institutions and export credit agencies
- Infrastructure and project finance, including structuring, negotiation, and preparation of term sheets, financing agreements, commercial agreements, collateral package, and insurance agreements; assistance with regulatory authorities, including compliance of environmental requirements
- Debt restructuring and credit recovery, including the representation of banks as creditors in work-outs and bankruptcy cases.
We assist our clients in a wide range of contractual issues, including:
- Negotiation, drafting, execution and review of any type of contracts involving brazilian and foreign companies and financial institutions, such as commercial agreements, purchase and sale agreements, lease, franchise, licensing, agency, distribution and other agreements;
- Issuance of legal opinions addressing specific questions of contract law;
- Assistance in cases of contractual default and problems related to the performance of a contract.
Corporate Criminal Law
The corporate criminal lawyers at Montgomery & Associates, given the increasingly specific and extensive criminal matters that cover corporate legislation, act as preventive advice consultants. They draft opinions and advise on strategic issues for national and international companies, guiding them against criminal situations arising from their own actions or those of their subordinates and/or third-parties.
Our team also advises and keeps up with police investigations and proceedings. Our practice areas include:
- Economic Crimes
- Crimes against diffuse and collective assets
- Crimes against intellectual property
- Crimes against public administration
- Administrative Law with criminal focus
Corporate / Mergers and Acquisitions (M&A)
We provide legal advice to domestic and foreign corporates and financial institutions in all matters of corporate law, including:
- Determining and implementing the best corporate and tax structure for a business.
- Formation of corporations, limited liability companies, single member companies foundations, cooperatives, associations, consortiums, partnerships and joint ventures.
- Negotiation and drafting of articles of association, bylaws, minutes of meetings, shareholder agreements and other corporate instruments.
- Assistance with routine corporate aspects, including writing up and maintaining corporate books and minutes.
- Succession planning.
- Structuring of mergers and acquisitions, takeovers, spin-offs, joint-ventures and strategic alliances, including the negotiation and drafting of all required agreements and due diligence reviews.
- Representation before regulatory agencies such as the Comissão de Valores Mobiliários – CVM (Brazilian Securities and Exchange Commission).
We advise our clients on several matters of employment law, including:
- Consultancy for HR departments
- Drafting of legal opinions
- Negotiation and drafting of employment contracts, profit-sharing plans, share option plans, employment termination agreements and severance agreements
- Representation of individuals and companies in labor disputes
- Negotiation of collective bargaining agreements
- Due diligence reviews and assessment of labor liabilities
- Crisis management, assistance with strikes, lock-outs and other employment-related turmoils
The firm provides legal assistance to both Brazilian and international clients on several aspects of environmental law:
- The procedures for environmental licensing and the resolution of pending issues with public environmental authorities
- The conduction of environmental due diligence in order to assess environmental liabilities and risks to both company operations and financial and property transactions
- Negotiating agreements and conduct-adjustment terms (TAC) in the management of contaminated areas, which are resolved by the Public Prosecutor and Public Civil Actions
- Administrative defenses and appeals against environmental infraction notices
- Legal opinions on environmental law issues and monitoring of sector-based environmental legislation
- Legal advice on the areas of energy, petroleum, gas, mining and industry, including the biodiversity, bio-security and carbon trading sectors
Foreign Investment in Brazil
We assist international investors in Brazil with the following matters:
- Structuring and formation of investment funds, such as FIDCs, FIPs, and FIIs
- Advice on matters relating to exchange controls, remittance of dividends, repatriation of capital, and conversion of foreign credits into investments
- Registration of foreign investments and foreign loans with the Brazilian Central Bank (BACEN)
- Development of investment products and services, including private equity funds, venture capital funds, infrastructure funds, real estate funds, and distressed assets funds
Global Mobility and Immigration Law
The firm assists multinational companies and their Brazilian branches and subsidiaries in obtaining temporary and permanent work permits and visas for expats to be stationed in Brazil, including the handling of the appropriate applications and liaising with the relevant authorities (Ministry of Labour, Ministry of Foreign Affairs and competent regulatory agencies) and all supporting documentation required. The firm also advises foreign individuals (whether businesspeople or not) on their relocation to Brazil with their respective families and obtains the necessary residence work permits and visas in this regard and also in relation to Brazilian naturalization processes. The firm is also the Brazilian member of Visalaw International (www.visalawint.com), which is the longest established worldwide alliance of independent immigration lawyers and law firms. Member firms in 20 countries (including the world’s main economies) work with each other to assist individuals and companies navigate the myriad of complex immigration laws around the world. Managing Partner Neil Montgomery is a regular speaker at international conferences on Immigration Law, including the International Bar Association (IBA). The firm contributes the Brazilian chapter of Carswell’s Global Business Immigration Handbook.
We provide legal assistance in the following Intellectual Property matters:
- Registration of trademarks and domain names
- IP agreement rights
- Registration of technology transfer agreements
- Drafting and reviewing trade secret related agreements.
Litigation (including Arbitration and Mediation)
We provide legal services to our clients in the following litigation and arbitration proceedings:
- Consultancy on conflict prevention and negotiation of settlements
- Representation of clients in civil consumer and commercial lawsuits at all levels of the Brazilian Judiciary System, especially in disputes over corporate law, commercial contracts, banking law, liability and real estate
- Enforcement of security interests and foreign judgments and arbitration awards
- Bankruptcy and reorganization
- Alternative dispute resolution (ADR): arbitration and mediation
Mind Sports, Draws, Gaming and Betting
Montgomery & Associados is the only full service Brazilian law firm that has a specialized Mind Sports, Gaming and Betting and Draws Department. We defend the interests of our clients in the Mind Sports and Gaming and Betting industries by providing legal opinions, handling the defense in administrative (including CONAR) and judicial proceedings and following up the progress of new bills of law. We also take the necessary legal measures required to obtain governmental approvals to carry on draws for commercial promotions.
Montgomery & Associados provides assistance in the main areas of Public Law:
- Guidance on government contracts
- The structuring of Public-Private Partnerships (PPP)
- Administrative litigation and regulatory issues, including advice on the implementation, revision and renegotiation of contracts
- Drafting legal opinions on matters of Public Law, and analysing the risks involved and the resolution of disputes;
- Advising Brazilian and international clients on the resolution of issues pending with regulatory agencies
- Performance of legal audits on infrastructure projects with a special focus on the regulatory area
- Evaluation and establishment of legal strategies and appropriate lines to be taken in bidding procedures, including the filing of challenges and administrative appeals
The firm assists its clients in drafting and negotiating real estate agreements and performing real estate due diligence in support of contracts, both urban and rural, covering purchase and sale agreements, commercial, residential and rural leases, financing and development of real estate projects, ‘built to suit’ contracts and condominiums, as well as structuring of ventures for real estate development, including parcels, subdivisions.
Tax and Customs
We advise domestic and foreign corporates and financial institutions in all matters of tax and customs law:
- Tax and social security consultancy and planning
- International business tax consulting
- Judicial and administrative litigation
- Assistance in the development of structuring import and export operations, considering the tax and customs aspects involved and representing clients before the Brazilian Federal Revenue Service and government tax agencies