The International Law department has as its object cross-border situations, meaning, situations that have contact, directly or indirectly, with more than one country and, therefore, are bound to more than one legislation. RMSA International Law team provides extensive counseling to foreign and Brazilian legal entities, acting in close proximity to the needs of each case. Besides of being specialized in studies and analysis of practicality of implementing multinational corporations, the team is also specialized in planning operations involving Transfer Pricing , in order to find the most advantageous strategy for the client.
This area has specialists in Tax Haven – Offshores, with extensive practical experience in the international commercial scope. The Law firm provides services on issues related to private business (like importation, exportation, insurance and Joint Ventures) and on those concerning the regulation of WTO (World Trade Organization – and regional economic blocs, specially Mercosur and European Union).
Furthermore, the firm has experience in the application of comparative law and in the examination of implications of international treaties for its client’s businesses, providing assistance through the preparation of memorandum, technical opinions and affidavits.
Due to the approximation of economic blocs and the global economy in a general way, RMSA has a team prepared to act on behalf of its foreign and Brazilian clients. Whether in an initial investment in foreign or Brazilian partnerships to the complete business restructuring of economic groups. The team scrutinizes, discusses and actively participates in the development of the legal structure of the operation, properly planning structured businesses. . 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.
The service provided by this interdisciplinary team counts with the possibility of the entry of new foreign investors and, therefore, provides mechanisms for extrajudicial resolution of corporate conflicts. To this end, in order to enable access for the foreign capital, we plan an appropriate structure for the division of the social capital, that is, a business that complies with the standards of the CVM (Brazilian Securities and Exchange Commission) especially with regard to the corporate governance criteria that are necessary for the closely held companies to receive contributions from the FIP (Investment Funds in Participations).
The work developed by this team includes:
Execution of Due Diligence Process
Drafting of all necessary documents to the implementation of the international operation, creating a harmonic legal system and respecting all applicable laws
Assistance in the internationalization of Brazilian companies in all phases of the project, as well as opening foreign companies in the country.
Consulting in securities issuance and placement operations, in Brazil or abroad, to industrial commercial and service companies
Regulation and corporate relations and Joint Ventures.
International Agreements have their singularities of effectiveness, precisely because they are subject to more than one legal system. Therefore, it is of utmost importance to adjust the contractual instruments so that they have mechanics for prior resolution of conflicts. In addition, a wording that is clear, complete and consistent with the objectives of the client is necessary, without failing to fulfill the essential requirements of an international contract.
Thus, this department provides the following services:
Drafting and analyzing international contracts of various kinds such as purchase and sale of companies, technology transfer, memorandum of understanding, among others;
Analysis of legal and economic convenience and consequence from the choice of law applicable to the merits of the dispute and the competent forum
Study of conflict of applicable national laws
Advice in international jurisdictional conflicts
Foreign Direct Investment (IED in Brazil) in a generic way is the operation of international capital with the specific intent of investing, whether it is a corporate or individual investor abroad, whether creating or acquiring operations in another country. Thus, IED encompasses from mergers and acquisitions to building new facilities, reinvesting profits from operations abroad, and even intercompany loans (between companies in the same economic group).
For this reason, RMSA provides advice on foreign investments to foreign nationals and to Brazilians, in addition to developing comparatives of law involving one or more countries, identifying the best opportunities for each segment. Through this study is possible to identify assets that allow you to safely seize specific market opportunities, including searching for protection against financial risks.
The firm’s activities include the following:
Analysis of all legal aspects involved in the investment
Analysis of the mechanism of mitigation of risks and improvement of credit
Counseling regarding the credit quality of the desired assets
Crafting of requests for registration of foreign capital at the Banco Central do Brasil (Brazil’s National Bank)
Acquisitions of investment in the Brazilian Capital Market
Transfer of profits and repatriations of capital
Receipt of royalties
Conversions of credits into investment
Assistance in preparing, sending information and obtaining the respective authorizations before the responsible administrative entities in operations of foreign capital transfer in Brazil
Legal assistance, planning and accomplishing of register of investments in foreign currency
Legal assistance on financial transfers and legal structuring of loan operations among other types of financing
Representation in administrative proceedings before the Banco Central do Brasil (Brazil’s National Bank)
Follow-up on procedures for remittance of dividends abroad, conversion of credits into social capital, repatriation of investments and reinvestments of capital and decontamination of capital.
Like other areas that support international law, international tax advisory is extremely important, given that without adequate international tax planning the probability of tax assessments and collection in more than one country over the same situation is high.
That’s why it is fundamental to structure a business from the begging with a specific tax planning for transnational operations consistent with the company’s branch, in order to increase its level of tax and financial efficiency and productivity, obtaining a redistribution of the resources within the productive structure (project finance) in a profitable way.
The services provided by this interdisciplinary sector are:
Elaboration of opinions
Administrative, judicial and tax defense related to international trade.
Consultancy in the identification and qualification of potential tax liabilities
Assistance under the tax approach when foreigners come to Brazil, as investors, managers or employees of Brazilian subsidiaries
Tax analysis related to technology transfer contracts and specialized technical services
Analysis of the practical case within Mercosul and possible benefits
Analysis and application of double taxation treaties.