Informativo A Medida Provisória nº 1.303, publicada em 11 de junho de 2025, trouxe uma profunda mudança no regime de tributação aplicável aos ativos virtuais. Antes de sua edição, os ganhos obtidos por pessoas físicas com a venda desses ativos seguiam a regra geral de tributação sobre ganhos de capital prevista na Lei nº 7.713/1988 […]
In-depth knowledge of economic transactions and an interdisciplinary approach are essential for developing secure and efficient contracts. We possess extensive experience across various industries and operations, including:
— M&A and Corporate Transactions: Membership interest purchase and sale agreements (Limitadas); Memoranda of Understanding (MoUs) for corporate deals.
— Corporate Governance: Shareholder and member agreements designed to preserve strategic interests; various corporate instruments and governance documents.
— Technology & IP: Software licensing agreements; technology and intellectual property assignment agreements; Non-Disclosure Agreements (NDAs).
— Real Estate Contracts: Land-for-units agreements (permuta); Purchase and sale agreements; Commercial, residential, and built-to-suit leases.
Our firm possesses broad and well-established experience in the infrastructure, construction, and real estate sectors, excelling in both preventive advisory and strategic litigation. We handle complex disputes related to construction contracts, infrastructure projects, and real estate developments.
We offer a multidisciplinary approach to the structuring and negotiation of complex transactions, including:
— Construction Contracts (including EPC and Lump Sum).
— Built-to-Suit Agreements.
— Real Estate Joint Ventures.
We advise clients from the initial concept and negotiation of contractual terms through the execution stages, contract administration, and risk mitigation, ensuring legal certainty and economic efficiency for real estate and infrastructure projects.
In our Dispute Resolution practice, we represent clients in administrative claims, preliminary case assessments, legal opinions, arbitrations, mediations, and dispute boards, as well as before judicial courts.
Representative Cases:
> Energy & Power:
> Representation of an EPC contractor in a contract for the construction and supply of a medium-voltage grid.
> Representation of an EPC contractor in a construction and supply contract for a photovoltaic (solar) farm.
> Representation of an EPC contractor in a construction and supply contract for a wind farm.
> Sanitation & Water:
> Representation of an EPC contractor in a project to expand the sewage network in Paraná.
> Representation of an engineering firm in a project to expand a water treatment plant in Paraná.
> Representation of a contractor in a wastewater treatment plant revitalization project.
> Contractual Relations: Representation of contractors in various disputes involving subcontractors.
> Real Estate Development: Representation of Contractors, developers, and landowners in various real estate ventures.
> Arbitration Leadership: Neutral service as Presiding Arbitrator and Co-arbitrator in multiple disputes related to the construction of wind farms, various power plants, civil works, and real estate developments.
Led by partner Bernardo Requeira Campos, the firm has an extensive practice in digital law and cryptocurrencies.
Our practice includes legal advisory services for business structuring and the development of digital business operations. We specialize in the creation of data protection programs and compliance frameworks for companies operating within the cryptocurrency market.
In our dispure resolution practice, the firm has a strong presence representing both individuals and legal entities in digital law disputes. This includes:
— Intellectual Property & Privacy: Actions for the protection of image rights and trademarks in the digital environment.
— Crypto Asset Litigation: Representation of over 200 investors in disputes arising from cryptocurrency operations and transactions.
We handle a wide range of debt recovery cases and assist distressed companies with customized solutions designed to maximize financial and operational results.
Legal Analysis and Diagnostics: Detailed assessment of the credit situation to define the most effective legal strategies.
Out-of-Court Negotiations: Active and efficient negotiation with debtors to achieve swift and advantageous credit recovery.
Judicial Measures for Debt Recovery: Filing and monitoring of legal actions, including collection suits, enforcement proceedings (execuções), payment orders (monitórias), bankruptcy filings, and proof of claim filings in judicial reorganization proceedings.
Enforcement of Collateral: Specialized counsel in the enforcement of secured (in-rem) and personal guarantees to maximize financial returns.
Portfolio Management and Monitoring: Active and strategic management of credit portfolios for clients with high-volume collection needs.
Strategic Diagnosis and Planning: Assessment of the economic and financial situation to define assertive strategies for business restructuring and recovery.
Judicial and Extrajudicial Reorganization: Full support in the preparation, filing, and monitoring of judicial and extrajudicial reorganization proceedings, including the drafting of Reorganization Plans tailored to the company’s specific needs.
Negotiations with Creditors: Strategic representation in negotiations with banks, suppliers, and other creditors to rebalance cash flow and restore financial sustainability.
Corporate and Organizational Restructuring: Planning and implementation of corporate and administrative measures to restructure operations and increase business efficiency.
Crisis Management Consulting: Specialized and ongoing support for critical decision-making in emergency situations, aimed at protecting corporate assets and restoring healthy operations.
We focus amicable dispute resolution through interest-based solutions. We employ strategic thinking to resolve conflicts efficiently. Our experience includes representing parties in negotiations and mediations in cases such as:
— Property & Real Estate: Termination of voluntary co-ownership in the partition of commercial real estate and large-scale landholdings; contractual rescission arising from real estate purchase and sale agreements.
— Corporate & Partnership Disputes: Withdrawal of partners from business entities; withdrawal and appraisal of interests (valuation) of a partner in a law firm.
— Insurance & Liability: Indemnification and reimbursement claims against insurance companies arising from various types of losses/claims.
— Franchising & Commercial Contracts: Settlement and termination agreements (distrato) in franchise operations across various sectors; damages arising from brokerage contracts and franchising.
— Consumer & Supply Chain: Indemnification on behalf of suppliers of durable goods and services.
— Intellectual Property & Competition: Indemnification arising from unfair competition and trademark infringement.
— Public Law: Breach of contract involving the Public Administration.
ARBITRATION
In arbitration, we possess vast experience in arbitral proceedings before major institutions as well as in ad hoc proceedings. In addition to the firm’s representation of parties, partner Bruno Guandalini stands out for his work as an arbitrator, and has acquired significant experience as an appointing authority for a prominent arbitral institution and as a secretary to Arbitral Tribunals.
Relevant Cases:
— Construction & Infrastructure: Arbitration involving economic-financial rebalancing and damages in construction contracts (EPC); arbitration regarding alleged construction defects.
— Corporate & M&A: Arbitration involving indemnification for the liability of officers and directors (D&O) due to mismanagement or fraudulent management; arbitration regarding the partial dissolution of a limited liability company and the subsequent appraisal of assets (valuation).
— Shareholder Disputes: Arbitration concerning the liability of controlling shareholders; arbitration regarding the nullity of corporate transactions for the purchase and sale of membership interests; arbitration involving breaches of Shareholders' Agreements arising from "shotgun" clauses.
— Commercial Transactions: Arbitration regarding the collection of additional consideration in M&A transactions; arbitration involving share purchase and sale operations; disputes between partners of Investment Advisory firms.
— Franchising & Services: Arbitration concerning franchise agreements in the tourism sector, representing dozens of franchisees; arbitration representing a franchisee against improper charges by the franchisor; arbitration arising from the termination of software service agreements (SaaS).
— Real Estate: Arbitration involving the financing and structuring of real estate projects. shotgun;
LITIGATION
We possess extensive experience and local expertise in judicial litigation across various State, Federal, and Superior Courts. Our practice spans multiple sectors, involving corporate disputes and business contracts in fields such as construction, telecommunications, technology, internet, franchising, insurance, banking, energy, real estate, services, foreign trade, public bidding, and administrative contracts.
Representative Actions and Procedures:
— Arbitration-Related Litigation: Enforcement of arbitral awards and related objections (set-aside motions); recognition and enforcement of foreign judgments/awards (homologation); actions to nullify arbitral awards; anti-arbitration injunctions.
— Anti-arbitration injunction;
— Interim & Procedural Measures: Conflict of jurisdiction before the Superior Court of Justice (STJ); pre-arbitration interim measures for the early production of evidence
— Enforcement & Collection: Enforcement of out-of-court enforceable instruments (títulos extrajudiciais) for both domestic and foreign companies; collection of written and oral loan agreements (mútuo).
— Intellectual Property & Digital Law: Recovery of damages for unfair competition arising from trademark infringement; actions for the removal of internet content.
— Corporate Governance: Actions for accounting against corporate officers; removal of managers/officers for mismanagement; partial and total dissolution of companies.
— Contracts & Real Estate: Lease renewal and eviction actions; recovery of material and non-pecuniary (moral) damages arising from breaches of distribution, commercial representation, and service agreements; actions for the declaration of nullity of legal transactions.