Corporate law, structured transactions and governance for companies operating in Brazil
Many disputes between partners start with a generic articles of association or an agreement that was never written. We structure the company, the rules among partners and purchase and sale transactions so that the business can grow without improvisation.
Partners joining or leaving, or changes in the division of quotas.
Purchase, sale or merger of companies and entry of investors.
Succession planning in family businesses.
Disagreements between partners on management, profit distribution or strategy.
Our corporate practice deals with how the company is organized, who decides and how partners join, coexist and leave. It is preventive by nature: a well-drafted shareholders' agreement avoids years of litigation.
In M&A transactions, we conduct the legal due diligence, negotiate the transaction documents and handle the closing, translating every risk identified into price adjustments, guarantees and protective clauses.
The practice is led by founding partner Conrado Hilsdorf Pilli, with more than 20 years of experience in restructurings, M&A and corporate governance for family businesses and corporate groups.
Articles of association, bylaws and shareholders' agreements drafted for the reality of each company, not from generic templates.
Due diligence findings become price adjustments, guarantees, holdbacks or seller representations in the transaction agreement.
In family businesses, we balance succession, asset organization and continuity of management.
From incorporation to purchase and sale transactions, focused on security and predictability for partners.
Choice of corporate type, articles of association and bylaws, conversions, spin-offs, mergers and incorporations.
Voting rules, rights of first refusal, tag-along, drag-along, exit of partners, non-compete and deadlock resolution mechanisms.
Counsel on the purchase and sale of companies and equity interests, from the letter of intent and memorandum of understanding to closing.
Corporate, contractual, labor, tax and litigation review, with a prioritized risk report for the negotiation.
Structuring of asset and family holding companies, family protocols and succession planning for management and assets.
Advisory boards, internal rules, policies and approval thresholds to professionalize decision-making.
Transfer of quotas, valuation of equity interests, expulsion and withdrawal of partners, with attention to liability for company obligations.
Legal structuring of investment rounds, convertible loans and entry of strategic investors.
First conversation
In a first conversation, we understand the transaction, the partners involved and the points that must be protected in the agreement.
Service via WhatsApp, in English or Portuguese
Talk to the Corporate and Structured Transactions team at Pilli & Fanucchi.
Meetings in Campinas or by videoconference, in English or Portuguese.
Tell us briefly about your company and its main question or need.
We schedule a call, a videoconference or an in-person meeting.
We indicate the possible paths and, if appropriate, present a fee proposal.
Briefly describe your company's need. One of our lawyers will get in touch.