A.08 - Corporate & M&A
Corporate law and M&A transactions between Portugal and Brazil
Corporate and merger and acquisition transactions with a transatlantic element present particularities that go beyond commercial law technique. They involve coordination between distinct regulatory regimes, capital rules, merger control, taxation, labor law and, frequently, private international law considerations.
A.08
Estoril · Portugal
01 — Ongoing support
With professionalism and dedication
Piauhylino & Associados assists companies, investors and entrepreneurs throughout the entire corporate life cycle, from company incorporation to its reorganization, disposal or liquidation. We act on behalf of the buyer, seller or company, in transactions that typically involve legal due diligence, contract negotiation, closing and post-closing implementation.
Our involvement is particularly relevant when the transaction involves Portuguese, Brazilian or European Union jurisdictions, and when the structuring has significant tax, regulatory or labor implications. We work to ensure that each transaction is legally secure, tax-efficient and operationally feasible, with contractual documentation appropriate to the size and nature of the business.
01
Company incorporation and structuring
From sole proprietorships to international holdings, with selection of the appropriate legal form and jurisdiction.
02
Merger, acquisition and spin-off transactions
End-to-end advisory, including due diligence, share purchase agreement and closing.
03
Joint ventures and shareholders' agreements
Negotiation and drafting of shareholders’ instruments between partners and investors.
04
Corporate restructurings
Reorganization of corporate groups, transformations, internal mergers and registered office migration.
05
Commercial contracts
Distribution, agency, service provision, licensing and cross-border commercial partnerships.
Mission
To protect, with rigor and discretion, the interests of individuals and companies operating between Portugal and Brazil.
Vision
To be the reference in Portuguese-Brazilian transatlantic legal practice, recognized for technical excellence.
Values
Ethics, discretion, efficiency and individual approach to each case. Without compromise.
02 — Why choose us
A practice
without borders.
01
M&A that crosses borders
Experience in transactions with cross-border elements between Brazil, Portugal and the European Union.
02
One transaction, all legal dimensions
Direct coordination with the tax, labor and regulatory components that each transaction involves.
03
Contracts ready for any jurisdiction
Contract drafting capability in Portuguese and English, with sensitivity to the contractual practice of each jurisdiction.
03 — FAQs
Frequently
asked questions
The most common questions in corporate & M&A matters. Each situation is individual — eligibility analysis must always be conducted on a case-by-case basis.
What is the average timeframe for incorporating a company in Portugal?
The incorporation of private limited companies and public limited companies can be completed within short timeframes when the process is filed with all necessary documentation, using simplified regimes such as the online single act or empresa na hora. The actual timeframe depends, however, on the corporate structure, the profile of the shareholders and the need for sector-specific licenses.
Can a Portuguese company have non-resident Brazilian shareholders?
Yes. Portuguese legislation permits the participation of foreign shareholders, whether resident or non-resident, in commercial companies. Implementation requires obtaining a tax identification number for the shareholders, defining the representation regime, and complying with the applicable reporting and tax obligations in each jurisdiction.
Is it possible to conduct an M&A transaction where the target company is Portuguese and the buyer is Brazilian?
Yes, and such transactions are common. They require contractual and regulatory coordination between the two legal systems, including foreign exchange and capital remittance matters, and typically involve legal, tax and labor due diligence of the target company, as well as a tailored share purchase agreement.
05 — Contact
How can we
help you?
Do you have an ongoing corporate or M&A transaction? Contact us.
- Communications are protected by professional privilege.