Monteiro, Rusu, Cameirão e Bercht Advogados

Managing Partners: Daniel Lopes Monteiro, Roberto Pekelman Rusu, Allan Borba Bercht

Senior Partners: Daniel Lopes Monteiro, Roberto Pekelman Rusu, Ricardo Cameirão Junior, Allan Borba Bercht, André Pissolito Campos

Number of partners: 9

Number of other lawyers: 15

Firm Overview

The firm is well known for its specialization in structuring capital markets, financial and trade transactions of high complexity. The partners have high level of expertise and extensive experience in their respective areas of practice and structured a large number of securities issuances and structured finance transactions, as public issuances of real state and agribusiness receivables certificates, debentures, financial notes, commercial papers and investment funds shares. Clients perceive the direct and intense participation of the partners as a highlight that allows us to develop close and lasting relationships with them. The continuous improvement of the team allows a deep knowledge of clients’ businesses, resulting on innovative, ethical and legally secure solutions.

Main Areas of Practice:

Banking & Capital Markets Law:

The team has extensive experience in structuring financial and capital markets transactions, advising financial institutions, investment funds and Brazilian and foreign companies on securities public issuances in the domestic and international markets, including debentures, commercial papers, financial notes and bonds; financial transactions, including syndicated loans, acquisition finance, project finance and trade finance; transactions of trade, real estate, financial and agribusiness receivables, acting since the review of the credits origination process to the issuance of securitization fund shares, real estate or agribusiness receivables certificates; and public issuances of investment funds shares. Some of the partners have financial background, which allows us to provide a distinct analysis and understanding of clients’ businesses, resulting on a development of innovative and efficient solutions.

Venture Capital & Private Equity:

The team acts since the incorporation of investment vehicles until the final negotiation of the assets that will be part of the portfolio, having as differential the ability to monitor all stages of the investment cycle and advises investment funds, portfolio managers, investee companies and domestic and foreign investors in all aspects of their businesses, including the structuring and fundraising, the incorporation of investment funds, the carrying on of their investments, the management of the portfolio invested and divestment transactions. Extensive experience in strategic and everyday aspects related to structuring and management of venture capital and private equity vehicles, including the advising of investment vehicles internationally recognized for investments in technology and internet, transactions focused on A Series or B Series, Seed Money and growth strategies through M&A.

Corporate Law & Mergers and Acquisitions:

Advise private and public companies in relation to compliance with corporate and capital markets law. Advise to Brazilian and foreign clients on M&A transactions, including consolidation, corporate reorganization and structuring of purchase and sale of equity and assets, and the due diligence conducting and monitoring of post-closing procedures, including registration and submission of documentation to all necessary Bodies.

Tax & Social Security:

Assists domestic and foreign individuals and legal entities from all sectors of economic activity in structuring and conducting their businesses, allowing the lowest legally permitted tax burden and provide tax advice on the interpretation and application of rules, as well as on the defense of our clients’ interests in administrative proceedings and lawsuits. Advise national and international clients, in various sectors, in performing due diligence audits, actively participating in business modelling.

Real Estate:

Experience in advising domestic and foreign clients in the structuring of real estate developments in general (residential, commercial and industrial), including the purchase and sale of real estate, surface rights, lease, built to suit, sale and lease back, partnerships, constructions, condominiums, allotments, securitizations and financing, and in conducting due diligences, as well as regularizations and other procedures before the necessary Bodies. Also, implements and constitutes real estate guarantees in structured financial market transactions (mortgages and guarantees).

Compliance:

Experience in the study and evaluation of legal and regulatory standards which may affect our clients’ businesses, including investigations involving violations of anti-corruption laws and anti-money laundering laws, in the development of codes of conduct and internal compliance policies, in order to assure the development and implementation of their businesses in a clear and transparent manner.

Litigation & Arbitration:

The team is qualified to assist domestic and international clients in matters relating to existing or potential conflicts related to various aspects of business activity, guiding them and defending their interests, with experience in administrative and judicial courts, as well in arbitration proceedings conducted before the most renowned Brazilian arbitration institutions.

Labour:

Extensive experience in assisting domestic and foreign clients in matters related to labor relations as consultations regarding labor relations issues; labor agreements preparation and negotiation; legal audits including review of practices and procedures and their potential implications; internal policies and regulations preparation or review; regularization of foreign employees; and negotiations with trade unions and advise on interactions with government entities.

International Work:

The team also advises local and international financial institutions, portfolio managers and local and foreign investors on matters related to regulatory and self-regulatory in the Brazilian financial market, including: assistance in the incorporation of financial institutions, portfolio managers and other entities whose activities are regulated by regulatory and/or self-regulatory entities of the Brazilian financial market; advice on compliance requirements set by regulatory and selfregulatory entities of the Brazilian financial market and on administrative proceedings established by such entities; and advice on banking regulatory aspects.

Languages:English, Portuguese, Spanish

Clients: Banco Itaú BBA S.A.; Banco Santander (Brasil) S.A.; Banco Votorantim S.A.; Banco Safra S.A.; Banco Bradesco BBI S.A.; BB-BI Banco de Investimentos S.A.; Banco ABC Brasil S.A.; Banco CNH Industrial Capital S.A.; XP Investimentos S.A.; HM Engenharia S.A.; Setin Incorporadora. Other industries include automotive; rental car; financial institutions; energy (power); oil and gas