RMSA has an organizational structure focused on highly complex corporate business, offering planning and multidisciplinary legal solutions, innovative and aligned with the client’s strategies.
To this end, the firm has a team of professionals specialized in more than 10 areas of law, which works in an integrated manner and is dedicated to understanding the business of our clients, proposing appropriate solutions to the interests of companies and their partners, such as:
Business structuring and reorganization projects are carried out through a detailed analysis of the company and related assets, in order to eliminate organizational and corporate weaknesses, generating tax savings and maximizing commercial performance.
In addition to the corporate scope, the structuring reaches contracts, assets, management composition and business reorganization, through the preparation of documents that solidify the basis of these relationships, such as Shareholders’ Agreement, Corporate Governance and ESG Practices, Codes of Conduct, Voting Agreements and for the exercise of Management Positions, Stock Option Agreements, among others.
Some of the work developed by our team are:
• Formation, extinction, reform or transformation of companies
• Organization of assets and shareholdings;
• Implementation of corporate reorganizations;
• Mediation of corporate disputes;
• Incorporation of Holdings.
We structure succession planning projects aimed at organizing the succession of family assets, preventing conflicts and generating tax savings. These projects also include the possibility of professionalizing the company’s management and establishing corporate governance policies during the transition of ownership and business management.
Through a detailed mapping of operational activities, their accounting statements and tax payments, RMSA offers its clients a full review of the calculations made in recent years, identifying, in a clear, transparent and ethical manner, any liabilities and / or assets of a tax nature, guiding them on the measures for the regularization / use of the amounts found.
Based on the results found in the Tax Review, the Tax Planning developed is able to point out the appropriate organizational structure for the development of business activities, taking into account the characteristics of the business, cost structures and seasonality, expectation of investments and profitability target.
The Integrated Tax Planning also has the following services:
• Interdisciplinary solutions integrated to clients’ demands;
• Periodic meetings with clients to discuss opportunities and issues in evidence in the tax field;
• Adaptation of the business model to tax incentives and special regimes;
• Advisory services and preparation of tax opinions.
We offer legal advice to different real estate operations, from a simple lease to the structuring of complex real estate projects involving the formalization of companies (SCP and SPE), joint exploration, exchanges, partnerships, entry of investors, obtaining loans and financing, among other situations.
Commonly known as M&A, the Mergers and Acquisitions area has as its ultimate goal the improvement of an Economic Group, in order to generate synergy gains and reduce transaction costs, based on the premise of a more appropriate composition for the client’s economic activity.
As a result of the national economic growth, mergers and acquisitions operations have proven to be increasingly complex and sophisticated, demanding not only multidisciplinary competence, but also dedication and coordination of the professionals involved. RMSA’s team seeks to ensure that clients, whether investors, buyers or sellers, receive extremely qualified advice, attending to each economic sector with its particularities.
The main services provided by the M&A team are:
• Due Diligence;
• Planning, negotiation, structuring and implementation of corporate transactions;
• Reorganization of assets, businesses and shareholdings;
• Tax planning in M&A operations;
• Formation of associations, joint ventures or strategic alliances.
We elaborate business contracts of all kinds, always in line with the client’s strategies and interests. We present solutions for the management and control of contractual flows, as well as guidance in crisis scenarios or in business formation, using advanced negotiation and conflict resolution techniques.
We defend the interests of companies exposed to economic and financial storms, by creating a plan for negotiating liabilities and business rebalancing, building strategies that combine the characteristics of the business, the maintenance of the financial flow, the mitigation of risks and the preservation of assets.
RMSA’s International Planning operates in cross-border operations, that is, situations that have contact, directly or indirectly, with more than one country and, therefore, are subject to more than one legislation. RMSA’s International sector team provides extensive advice to Brazilian and foreign legal entities, acting in close proximity to the needs of each case, in addition to being specialized in studies and analyses of the viability of implementing multinational corporations.
In this type of planning, our team analyzes, discusses and actively participates in the development of the legal structure of the operation, properly planning the business to be structured. Furthermore, the firm has expertise in the analysis and structuring of international operations in more than one country, as well as advising on operations involving foreign exchange inflows from Brazil.
Among other activities, our international services include:
• International Due Diligence;
• Elaboration of contracts, memos, corporate acts and all documents necessary for the implementation of the international operation;
• Assistance in the internationalization of Brazilian companies in all phases of the project, as well as opening of foreign companies in the country;
• Regulation of corporate relations and joint ventures.
The Brazilian General Data Protection Law is in force and aims to regulate the collection, processing, storage and sharing of personal data of customers, employees and suppliers. RMSA assists clients in the design and implementation of projects to comply with the law, ensuring that data processing is in compliance.