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fundo DBSP Advogados 3
Detalhe

​(RE)PLANNING OF BUSINESS AND FAMILY ORGANIZATION

Based on legal, administrative, accounting, and financial criteria, we structure the business and family organization of our clients with a view to:

OPTIMIZE BUSINESS MANAGEMENT

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  • Development of new "core business"

  • Non-confluence between different operational risks and operational and non-operational risks

GENERATE TAX EFFICIENCY

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  • Generate tax efficiency

FAVOR A  THIRD-PARTY FUNDRAISING

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  • Admission of New Members

  • Debentures

  • beneficiary parties

  • subscription bonus

  • Crowdfunding

REDUCE RISKS AND CREATE ASSET PROTECTION

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  • Especially in the tax, labor, environmental, consumer and business areas.

PROMOTING BUSINESS AND ASSET SUCCESSION

  • Settlement of conflicts between heirs

  • Selection of managing partners and merely investing partners among the heirs

  • Remarkable tax savings generation

  • Enabling patriarchs to dispose of their assets more freely before their heirs

  • Maintenance of patrimonial control in the persons of the patriarchs

  • Promote asset protection

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CORPORATE GOVERNANCE

Detalhe

We work towards structuring and/or reviewing corporate governance systems guided by the trinities of Planning - Communication - Transparency and Family - Property - Company with the objective of contributing to the professionalization of our clients' management. Our main services in Corporate Governance include:

BOARD OF DIRECTORS AND ITS ADVISORY BODIES

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  • Planning and Implementation of the Board of Directors

  • Assessment of previously installed Corporate Governance structure

  • Assessment of members of the Board of Directors

  • Creation of boards and advisory committees for Boards of Directors

GOVERNANCE DEPARTMENT

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  • Structuring and Implementation of the Governance Secretariat

  • Integrated communication

  • Corporate Secretarial Services

GOVERNANCE IN FAMILY BUSINESSES

Detalhe

We work towards structuring and/or reviewing corporate governance systems guided by the trinities of Planning - Communication - Transparency and Family - Property - Company with the objective of contributing to the professionalization of our clients' management. Our main services in Corporate Governance include:

​ MAPPING AND DIAGNOSIS OF FAMILY CULTURE

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  • identification of the business family's DNA: principles, mission, vision and values shared by the family

FAMILY COUNCIL AND FAMILY ASSEMBLY

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  • Business family governance

  • Planning and Implementing the Family Council

  • Mentoring future family council members

  • Preparing Young Future Family Council Members

  • Structuring of the meeting or family assembly

FAMILY PROTOCOL

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  • Planning, elaboration and revision of the family protocol

  • Planning, elaboration and review of guidelines, rules and policies

  • Cousin Consortia

  • Management of business and family conflicts

SUPPORT TO THE LEGAL DEPARTMENT

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  • Elaboration and/or revision of the partnership agreement

  • Elaboration and/or review of family policies, plans and guidelines

FAMILY OFFICE

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  • Family Office Structuring

  • Family Office Services

COMPLIANCE

Detalhe

We assist our clients in complying with the best operational and non-operational practices relevant to their market segments by promoting alignment of the actions of the company's members with legislation, external and internal controls, values, and principles. In this regard, we structure and/or review compliance programs with the objective of:

  • Preventing and reducing reputational, labor, and corporate risks

  • Avoiding the practice of corrupt acts

  • Adding value to the entrepreneur's and company's reputation in the market

  • Attracting investors

Our Compliance services include:

INTEGRITY PROGRAM - ANTI-CORRUPTION

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  • Culture diagnosis and mapping

  • Survey of relevant issues (relationship with Public Administration, conflicts of interest, gifts and hospitality, donations and sponsorships, facilitation payments, accounting fraud, among others) • Elaboration and/or Review of Codes of Ethical Conduct and Internal Regulations 7/13

  • Deployment of reporting channel

  • internal investigation

  • Communication, training and qualification of employees, suppliers, third parties and other business partners

  • Risk mapping and monitoring ("Risk Assessment")

  • "Due Diligence" with third parties

  • Internal evaluation and monitoring of the program

CORPORATE COMPLIANCE

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  • Elaboration, analysis, revision and management of corporate instruments

  • articles of incorporation

  • Statutes and social contracts

  • partnership agreements

  • Minutes of ordinary and extraordinary general meetings

  • Minutes of partner meetings

  • Minutes of boards of directors and board of directors

LABOR COMPLIANCE

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  • Labor Risk Assessment ("Labor Risk Assessment")

  • Elaboration/revision of Internal Regulations and Code of Conduct

  • Communication and training

  • Implementation of a reporting channel and internal investigation

  • Internal controls and monitoring

  • Readjustment of work routines

  • Implementation of application of penalties (warning, suspension and just cause)

  • Analysis of labor liabilities and development of strategic planning

  • Due diligence with third parties and outsourcing analysis

  •  Auditoria Labor

LEGAL DEPARTMENT

Detalhe

We also act on behalf of our clients as an outsourced legal department, in the sense of collaborating extrajudicially and/or judicially to formalize and improve their legal relationships and to create solutions to their problems. Through this format we promote:

​JUDICIAL AND EXTRAJUDICIAL SPONSORSHIP OF INTERESTS

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  • Representation in court in areas related to business law (especially corporate, commercial, tax, criminal-tax, civil and labor)

  • Extrajudicial representation in litigation and negotiations with third parties

  • Representation and/or follow-up at partner meetings

  • Advice on business negotiations

  • Representation in Brazilian territory of partners not residing in Brazil

  • Assumption of management of Brazilian companies composed of non-resident partners in Brazil

PREPARATION, ANALYSIS AND REVISION OF LEGAL INSTRUMENTS

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  • Non Disclosure Agreements

  • Term Sheets 10/13

  • Memorandum of Association

  • Letter of Intent

  • Memorandum of Understanding

  •  Shareholders Agreements

  • Business Contracts

  • Loan agreements convertible into equity interest

ADVISORY AND CONSULTING IN M&A OPERATIONS

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  • Development of new "core business"

  • Non-confluence between different operational risks and operational and non-operational risks

ENGINEERING OF LEGAL SOLUTIONS

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  • Assistance in the creation of solutions to the problems experienced by companies and their partners

  • Judicial and extrajudicial Recovery Plans

  • crisis management

  • Collaboration in the sense of "thinking outside the box" with a view to building legal or multidisciplinary solutions

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