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GONÇALVES MONTEIRO ADVOCACIA EMPRESARIAL

Practice areas

Advisory and litigation work in corporate law, organized by practice and by industry. Each matter is led by the founder, with specialist partner firms brought in when the case so requires.

Frequent needs of small and mid-sized companies

The matters growing companies most often bring to the firm — handled with the same depth devoted to large groups.

Contract drafting and review
Shareholders' agreements
Family holding companies and succession planning
LGPD compliance and data protection
Compliance and integrity programs
Debt recovery and collections
Judicial and out-of-court reorganization and debt renegotiation
Advisory boards and family governance
Due diligence in business acquisitions and sales
Outsourced legal department

Corporate & Structuring

Corporate structures designed around strategy, control and succession.

  • Design of corporate structures and holding companies
  • Shareholders' and quotaholders' agreements
  • Reorganizations: mergers, spin-offs, amalgamations and conversions
  • Admission and withdrawal of partners and partial dissolution

Corporate Governance

Design and implementation of governance bodies suited to the company's size and stage.

  • Establishment of Boards of Directors and Fiscal Councils
  • Establishment of Finance, Tax, Legal and Audit Committees
  • Bylaws, delegation-of-authority matrices and corporate policies
  • Family business governance and family protocols

Shareholder & Stakeholder Relations

Legal management of relations among controlling and minority shareholders, investors and other stakeholders.

  • Shareholders' and partners' meetings
  • Minority shareholder rights and dispute prevention
  • Communications with investors and lenders
  • Stakeholder mapping and management

Compliance & Integrity

Effective, risk-based programs under Law No. 12,846/2013 (Brazilian Clean Company Act) and Decree No. 11,129/2022.

  • Design and review of compliance programs
  • Internal controls and risk matrices
  • Internal investigations and whistleblowing channels
  • Compliance with the LGPD — Brazilian Data Protection Law (Law No. 13,709/2018)

Commercial Contracts & Contractual Arrangements

Drafting, negotiation and management of the contracts that sustain the business.

  • Joint ventures, consortia and partnerships
  • Supply, distribution and agency agreements
  • Logistics and supply chain agreements
  • Contract portfolio management and renegotiations

M&A and Due Diligence

Transactions handled with an integrated legal and financial perspective.

  • Legal and financial due diligence
  • Legal aspects of valuation and pricing
  • Share and quota purchase agreements
  • Price mechanisms, earn-outs and warranties
  • Post-acquisition integration

Arbitration & Mediation

Alternative dispute resolution for business disputes, under Law No. 9,307/1996 (Brazilian Arbitration Act) and Law No. 13,140/2015 (Mediation Act).

  • Drafting of multi-tier and arbitration clauses
  • Representation in arbitral proceedings
  • Commercial mediation and negotiation
  • Dispute boards and dispute avoidance

Legal Advisory on Corporate Finance

The legal dimension of a company's financial decisions.

  • Corporate restructuring and creditor negotiations
  • Legal support to financial and budget planning
  • Structuring of security interests and financings
  • Assessment of legal risks and contingencies

Commercial Litigation & Appeals

Strategic handling of business disputes, with an emphasis on appellate courts.

  • Civil and commercial litigation
  • Debt recovery and commercial collections
  • Appeals before state and higher courts
  • Legal opinions and briefs
  • Strategic management of litigation portfolios

Judicial Reorganization, Out-of-Court Reorganization and Bankruptcy

Handling business crises under Law No. 11,101/2005 (Brazilian Bankruptcy and Reorganization Law), as amended by Law No. 14,112/2020.

  • Judicial reorganization: filing, plan and case management
  • Out-of-court reorganization and collective negotiations with creditors
  • Bankruptcy: representation of companies and creditors
  • Proof of claims, objections and claim challenges

Estate & Succession Planning

Business continuity and protection of family wealth.

  • Family and wealth holding companies
  • Management and ownership succession
  • Family agreements and governance rules
  • Probate and estate partition

Consumer Law for Businesses

Prevention and management of consumer-related risks.

  • Consumer compliance and review of commercial practices
  • Customer service and offer policies
  • Strategy for high-volume claims
  • Relations with consumer protection agencies

Associations & Institutional Law

Counsel to associations, professional bodies and institutions.

  • Articles, internal rules and amendments
  • Internal election processes
  • Disciplinary proceedings and internal tribunals
  • Governance of non-profit organizations

Industries

Industries in which the founder held decision-making positions — hands-on knowledge of operations, regulation and value chains.

Higher EducationEducational institutions and groups: governance of sponsoring entities, regulation and reorganizations.
Logistics & TransportationLogistics operators and carriers: operating, warehousing and liability matters.
Consumer GoodsConsumer goods and sporting goods manufacturing and retail: distribution, brands and consumer relations.
Life Sciences & Analytical InstrumentationScientific technology companies: imports, supply agreements and compliance.
Fleet Leasing & ManagementVehicle and equipment leasing: contract structuring, security and financing.
Audit & Professional ServicesProfessional services firms: governance, professional liability and controls.
MiningMining and natural resources: governance, operating and logistics contracts, community and stakeholder relations, and compliance.

How we work

Ongoing counselContinuous support to the company, with direct dialogue and regular meetings.
Specific projectsDefined scope, timetable and deliverables for a given transaction or matter.
Board and committee supportCounsel to directors and committees, including on how they are structured and operate.
Strategic litigationHandling of significant disputes, from initial assessment to the higher courts.
Outsourced Legal DepartmentFull or partial management of the company's legal function, including Legal Audits and Contract Management.
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