Corporate Law
Corporate law is the set of legal rules that regulate the incorporation, organization, operation and termination of corporations or companies. It provides the optimal legal framework for corporations to operate and grow.
It includes fundamental topics such as:
- Corporate forms: S.A., S. de R.L., S.A.S., etc.
- Corporate bodies: assembly, board of directors, director, statutory auditor.
- Capital stock: social parts, shares, obligations.
- Rights and obligations of partners.
- Mergers, acquisitions and spin-offs.
- Public offerings of securities.
- Corporate governance and compliance.
Corporate lawyers advise on choosing the optimal corporate form according to the characteristics and objectives of the business.
They analyze the advantages and disadvantages of each one: corporation, limited liability company, simplified stock company, limited partnership, cooperative and more.
They also assist in the formal incorporation of the company before a notary public, its registration in the Public Registry of Commerce and obtaining permits to operate. They establish an adequate internal regulatory framework through bylaws and protocols.
During the operation of the company, they provide advice on management and administration in accordance with the law, rights and obligations of partners, capital increases, issuance of shares and debentures, distribution of dividends, transfer of shares and everything related to corporate life.
Principles of corporate governance
Corporate law requires companies to observe the following principles:
Transparency: clear, correct and complete information.
Accountability: explanation of actions to shareholders.
Responsibility: diligence in the direction and management of the company.
Integrity: ethical and responsible behavior.
Fairness: equitable treatment of shareholders.
Sustainability: long-term value creation.
Corporate lawyers ensure compliance with these principles, the protection of minority shareholders’ rights and the professional management of the company.
Legal framework for companies
The main laws in this area are:
- General Law of Mercantile Corporations.
- Securities Market Law.
- General Law of Credit Instruments and Operations.
- Code of Commerce.
- Law to Regulate Financial Groups.
Corporate lawyers have a thorough knowledge of this legal framework to guide executives, board members, shareholders and companies in an optimal, ethical and profitable operation that drives their growth.
Corporate law establishes the rules for articles of incorporation, bylaws, capital stock, shares, administration, rights and obligations of partners, mergers and acquisitions, issuance of securities, corporate governance, among other aspects of corporate life.
Corporate lawyers are key players in advising on the incorporation, organization, expansion and dissolution of all types of corporations, guiding partners, directors and boards of directors on their responsibilities and compliance with legal regulations.
By incorporating and operating under corporate law, companies acquire their own legal personality distinct from that of their partners and can participate in the market as formal companies regulated by law.
Our corporate lawyers provide legal advice to
entrepreneurs and companies in various areas:
Incorporation of companies
They advise on the optimal type of company for the business and process the formal incorporation.
Bylaws and protocols
They prepare the bylaws and other protocols that regulate corporate governance.
Corporate bodies
Guide the establishment of the shareholders’ meeting, board of directors and management bodies.
Capital Stock
Advising on shareholding structure, capital increases and reductions, share subscription.
Mergers and acquisitions
Provide legal advice in merger processes, purchase or sale of companies.
Regulatory compliance
Legal review to ensure compliance with applicable laws and regulations.
More than clients, our partners
«Together with two partners, we decided to open a company. We wanted to operate formally as a partnership to separate personal responsibilities.
We went to Licenciado López, a specialist in corporate law. He explained to us the different corporate forms and recommended that we incorporate as a Variable Capital Corporation due to the advantages of this form for our business.
He took care of the whole process. She drafted the bylaws detailing the purpose, capital, administration, rights and obligations. She took care of all the paperwork before the notary and the public registry of commerce.
He also advised us on the integration of the shareholders’ meeting and the board of directors. He supervised the issuance of shares and titles for each of the partners based on the bylaws.
Thanks to his services, we were able to legally incorporate our company and start operating with our own legal personality. His expertise was invaluable to protect our investment from the beginning through a correct corporate constitution.