Practice Areas

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In Etchegaray Abogados we have a deep understanding of the agribusiness chain that represents one of the most important sectors of the Mexican economy, since its activity covers both the primary and the industrial sector.

The team dedicated to “Agribusiness” works with local and foreign clients (producers, distributors, brokers, suppliers, contractors, advisers) engaged in agrarian and livestock production and the development of businesses in related industries. For these purposes, our outlook must be comprehensive. The complexity of the market in the agriculture sector crosses numerous areas of law (commercial, corporate, labor, civil, administrative, contractual, industrial property, company, trusts, asset planning, environmental, tax, credit instruments, banking, among others.)

To respond to the challenges of the sector, companies need independent advice to help improve decision making, to be prepared to detect and capture opportunities and to face a series of operational risks and challenges of agribusiness in Mexico.

Addressing the concerns and interests of our clients requires us to develop a global understanding of each of their businesses and a special understanding when the contingencies and decision making call for it.

The comprehensive services that we offer include helping our clients manage a series of important issues, such as:

Agricultural leases

We provide advice on partnership agreements (sharecropping agreements for agriculture or livestock, joint venture agreements, etc.), maximizing benefits for both producers and owners.

Financing

We assist our clients in incorporating new sources of financing, so they can leverage the business of the sale of agricultural raw materials and planting campaigns, at the same time expanding the base of their investments, with efficient legal structures.

Contracts

We help to draft the contracts and necessary documents to formalize and structure the different stages in the agribusiness chain, from site selection and acquisition of equipment and raw materials, to cultivation, supply, consignment, financing, distribution and marketing.

We have an excellent team of lawyers in litigation, experts in advising and directing all
types of civil and commercial proceedings, and in all their appeals, phases and
instances before the courts in Mexico.

Our knowledge of our client’s business allows us to defend their legal position in their
best interest. With our offices in both Mexico City and Aguascalientes and our
international presence through our correspondent partners and/or alliances, we are able
to act before many different national and international courts.

In addition to the defense of our clients before the courts, our scope of action includes
the drafting of legal reports and opinions on potentially litigious civil and commercial
matters, as well as preventive analyses to identify and avoid possible legal risks. We
also design and execute the pre-litigation and litigation strategies more in line with the
defense of the interests of our clients.

Etchegaray Abogados provides comprehensive advice in companies law to companies
in Mexico, from the beginning of their corporate life, to their incorporation, and until their
dissolution, advising them throughout on their day to day activities.

We often assist our clients in the design of efficient legal structures to channel foreign
investment in specific purpose vehicles or in companies already incorporated through
collaboration agreements and corporate controls, to guarantee a healthy relationship
among the shareholders and anticipate any potential conflict with extrajudicial solutions.

We often assist our clients in the design of efficient legal structures to channel foreign
investment in specific purpose vehicles or in companies already incorporated through
collaboration agreements and corporate controls, to guarantee a healthy relationship
among the shareholders and anticipate any potential conflict with extrajudicial solutions.

We are the best alternative for advising you in all your corporate legal needs, from the
planning of your company to its incorporation, post-corporation and day-to-day
transactions.

Corporate Secretary. We offer the services of secretary to guarantee the good standing
of the company, through the implementation of solid corporate government practices.
Our primary functions include:

  • Opening the corporate books of companies
  • Maintaining the stock registry book of the company and its corporate books in
    general.
  • Support in the drafting of administrative and board reports, for their presentation
    by the administrative body in the annual general meeting.
  • Drafting and registration of documents for changes of directors, managers,
    executives.
  • Drafting and registration of legal powers of representation/powers of attorney.
  • Preparation and registration of files for auditors.
  • Preparation of resolutions of the Board and/or minutes of the Shareholders
    General Meetings.
  • Management and coordination for the formalization of documents before
    certifying public officials in Mexico.

Our clients benefit from our creative, innovative and strategic solutions for complying
with their corporate governance obligations and thereby keep their companies updated
with our corporate secretary services.

The lawyers of this area counsel clients of all sizes, both national and foreign, including
before their incorporation or arrival in Mexico, creating the most efficient and effective
corporate structures for their businesses. We support our clients during the
development of their activities, whether advising in the negotiation of special contracts,
or in key transactions for their success, such as financing, mergers, joint ventures and
other partnerships.

The area is directed by our founding partner Mauricio Etchegaray. The lawyers of the
Corporate Law area advise clients in all stages of the development of their companies
and are capable of creating the most appropriate corporate structures for each
particular company, including the creation of joint ventures and other business
partnerships (with or without foreign investors); and of advising clients on matters
related to mergers and acquisitions, financing of all kinds (including structured
financing), the securities market, taxes and foreign investment.

The area also provides advice in the negotiation and preparation of all types of
necessary agreements and documents, as well as in the drafting of legal reports. Our
lawyers have vast experience and are familiar with negotiation practices and have
drafting skills to ensure the commercial contracts cover the business requirements of
our clients in a legally acceptable manner fully protecting their interests.

A distinctive characteristic of the area is its creativity in handling new, complex issues
that may require a fresh look, often devising new legal solutions for particular problems.

We advise our clients as shareholders of companies, top executives, boards of directors
and committees on compliance and corporate governance practices, preparing and
drafting the necessary material (memoranda, ethics codes, audit policies and
shareholder and board of director resolutions).

The legal e-commerce management and advice we provide as e-commerce lawyers is
more and more relevant for those companies that market online due to the wide range
of constantly changing laws in Mexico regulating economic activity on the internet.

Client – supplier relations, for both internet and private networks, are fundamental tools
in the development of commerce today. We advise on electronic contract matters,
digital signatures and other technical-legal mechanisms to protect the operations that
are migrating from the traditional system to e-commerce.

In particular, we give both contractual and procedural counsel on technology
agreements (software licenses, informatics projects and outsourcing, etc.), and we have
considerable experience in providing services to companies that operate through the
internet (content portals, e-commerce, social networks, etc.), advising on the preparation of the contracts necessary to develop their activities and ensuring compliance with the extensive regulations applicable to this sector.

The team also has considerable experience and knowledge in relation to personal data
processing and, in particular, the adaptation of the new regulatory framework and data
protection regulations.

We advise sponsors, energy operators, generators, qualified suppliers, qualified users
and financers in a broad spectrum of transactions related to the electricity, distributed
generation, gas and renewable energies sector. Since it is a legal area that involves
different disciplines, we have integrated our team with experts in commercial,
regulatory, environmental, financial and tax law.

Our Firm also actively participates in projects linked to the energy sector providing
counsel on the development, construction, operation and maintenance of energy
installations and plants.

We offer legal advice on starting up operations in the energy sector. In this regard, we
have prepared and negotiated energy trading contracts, access to networks, storage,
transportation, distribution, sale of energy and supply contracts, among others, in
compliance with the Electric Industry Law and the regulations that apply in Mexico.

Our services cover the regulatory aspects of energy activities and the companies that
engage in those activities, as well as the processing of administrative authorizations
before the CENACE and the CRE, and we maintain an ongoing relationship with the
regulatory bodies and the relevant authorities.

We frequently work with complex companies that have been in the same family for
generations. Some are directed by siblings and many are consortiums of cousins. The
majority are contemplating a transition toward more shareholder complexity, where a
group of siblings or cousins will inherit the property jointly and need to understand what
it means to be partners in a family consortium and organize themselves to govern their
wealth effectively.

Many family businesses have entrusted us with their legal assistance, not only with
respect to their own businesses, but also the structuring of the relations of the family
with the company and within the family itself.
Providing this broad service we have collaborated in the expansion and consolidation of
numerous family businesses.

The relationship between Etchegaray Abogados as advisers and the families for whom
we act is unique. We are known not only for technical and legal quality, but also for our
discretion and attention to confidentiality. Above all, we have had success in providing a
high level of personal attention and service required to meet our responsibilities and
satisfy the needs of our clients.

Our services include, among others:

The drafting of Family Protocols
Structuring of Partner Agreements
Restructuring of groups of family businesses
Design of governance structures
Analysis of tax optimization of family businesses and private clients
Succession tax planning

The goal of our immigration services area is to provide professional advice and
specialized support in the immigration area to national and transnational companies,
and to newly created businesses in the transfer of their executive and technical
personnel and their families to Mexico, always safekeeping privacy, giving personalized
and reliable treatment resulting in full satisfaction with the services requested of us.

Taking into account the new Immigration law, as well as the implementation of its
Regulation, we advise our clients with the selection, management, processing and
obtaining of their visas, complying with the legal guidelines for obtaining them and
preserving their immigration status.

Other services we offer to our clients through our immigration area include:

  • Visas (for job offers, humanitarian reasons, family unity)
  • Obtaining the record of the employer’s registration in the Single Registry
  • Changes of immigration condition (Temporary Resident and Permanent
    Resident)
  • Exchange of immigration document
  • Replacement of immigration document
  • Immigration regularization
  • Renewals of visas
  • Permits to leave and return to Mexico
  • Legal Stay Certificates. Appeal
  • Notification of changes to the INM by foreign residents
  • Expansion of deadlines indicated in official notices

We offer comprehensive advice to national and foreign clients in everything related to
your intangible assets, including trademarks, know-how, designs, artistic, literary and
audiovisual creations, image rights, advertising and marketing.

Our services include the creation, registration and maintenance of intellectual property
rights, domain names, management and use of databases.

In the transactional aspect, we provide advice in the preparation and negotiation of
contracts for franchise, license, assignment, use and promotion of intellectual property
and domain names, and for use, sale and purchase of databases.

We offer complete legal advice to clients specialized in international trade,
transportation and logistics.

We support our clients with specific consultations in matters of logistics and
transportation, and in foreign trade matters, suggesting solutions with respect to the
obstacles companies face during their import and export operations.

We give advice on regulatory and contractual matters related to trucking and logistics.
Among other services, we specialize in advising on:

  • Financing, leasing, and sale of vehicle fleets and rolling stock.
  • Concessions and authorizations for transport of goods and passengers.
  • Acquisitions and mergers of transport companies.
  • Goods transportation operators and vehicle leasing.
  • Highway and rolling stock transport insurance.
  • We offer comprehensive legal advice to clients specialized in international trade,
    transportation and logistics.

In Etchegaray Abogados we provide services to both Mexican and foreign clients so
they may participate in the transportation industry in the country directly or indirectly,
including the negotiations and defense of their interests before other actors and
authorities.

We also offer specialized services and implementation of foreign trade and customs
strategies with our clients, primarily in the following sectors and industries: automotive
and auto parts, power, mining, toys, food, manufacturing, to mention a few.

We advise important local and international companies in a wide range of sectors such
as automotive, pharmaceutical, energy, retail and construction, among others. The team
has extensive experience providing advice on labor issues.

Our services offer the maximum versatility and specialty in the legal-labor and human
resources area, including, among others:

  • Advice on the day to day business activities.
  • Labor contracts, bonuses and special labor conditions.
  • Remuneration and compensation systems (variable remuneration systems,
    flexible remuneration, stock and stock options, pension commitments).
  • Internal policies and protocols.
  • Suspensions and terminations of employment.
  • Top management: contracts, special agreements, indemnity and non-compete
    clauses, termination of top management.
  • Professional artists and athletes.
  • Equality plans.
  • Training plans.
  • Prevention of occupational risks.
  • Due diligence and advice on restructuring processes (purchases, mergers, spin-
    offs).
  • Legislative news.
  • Negotiation and management with unions for the execution of collective
    bargaining agreements and their respective resolutions.

In addition, through our labor area we support our clients with the design, promotion and
implementation of comprehensive programs on labor, immigration and social security
law for their work teams. We know that each client expects objective advice, proven
strategies and professionalism, and therefore we offer complete, innovative and timely
solutions, as well as practical solutions according to their labor needs, helping them
make the best decisions for their businesses.

Our M&A team is expert in the planning and execution of acquisitions, mergers and
spin-offs, both internally between companies of the same group, and between
independent companies.

The experience of the firm in this area ranges from advising our clients in minority
investments in family companies, to the merger or acquisition of control of companies,
involving ourselves in the purchase and sale processes and in the negotiation of the
agreements necessary for the good outcome of the transactions, participating in the
design, selection and implementation of the structure.

We have worked on processes of acquisition, merger or spin-off of all types of
companies, businesses, assets or production units, for private and public companies,
financial investors and private equity. We also participate in bilateral or multilateral
direct negotiation, and in competitive processes and we advise on all the legal aspects
and the necessary processes for the proper development of the transaction.

Our specialties include:

  • Comprehensive advice in the due diligence processes of companies;
  • Design and execution of the investment and divestment operations of
    companies;
  • The preparation and negotiation of stock purchase agreements also known as
    “SPA”, of investment, participation and similar ones;
  • The documentation of the specific acquisition or merger;
  • The handling of the necessary governmental authorizations; and the negotiation
    and documentation of any financing;
  • Corporate restructuring, advising on the sale of assets, bankruptcy, financial
    processes and analysis of guarantees in case of insolvency.

We have extensive experience representing national and international clients, and we
offer permanent advice to buyers, sellers and investors in important, complex cross-
border transactions.

We participate in highly complex real estate transactions that require great
specialization, providing advice in the different areas of real estate activity: purchase
and sale of property and real estate companies, leases, promotion and construction
contracts, real estate financing and legal configuration of large properties. More than
50% of Mexican territory is ejidal land, the rest is private property. Therefore, it is very
important to determine the legal status of the property subject to any purchase and sale
transaction.

Our activities include the review and analysis of the ownership history and other
documentation; the evaluation of environmental, administrative, agrarian, litigation or
any other aspects that could have an impact on the design and validation of the
transactions; the generation of strategies to carry out developments of all kinds, as well
as the negotiation of the necessary agreements and the follow up on the actions
necessary to complete each deal (compliance with conditions, obtaining permits,
licenses, authorizations, filings, etc.).

In Etchegaray Abogados, as a multidisciplinary firm, we complement the sectoral
experience with advice in the other legal specialties that can be affected. We advise on
competitive sale processes or ordinary purchases, sale & lease back transactions,
purchase and sale of properties under construction and forward-funding, as well as on
the regularization of real estate portfolios for their subsequent sale or for optimization of
the assets.

In agrarian matters, we also provide services for the investigation of the legal status of
properties in the National Agrarian Registry, the review of ejido files, obtaining parcel
certificates and preparation of contacts and minutes in agrarian matters.

Our real estate law area also has a team specialized in property management, where
we provide lease administration services (see below).

We invite you to learn more about our services. We have a professional and skilled
team to meet your expectations in all matters regarding the sale, lease and
management of warehouses, horizontal property and housing.

Below are some of the primary advantages we offer through the comprehensive
administration of your lease agreements:

  • The drafting of lease agreements under the current regulations.
  • Personalized attention for the search for the tenant-client or housing-warehouse.
  • Control of collections and payments.
  • Notification to the tenant of the annual increases in rent based on the consumer
    price index in the case of housing or as stipulated in the lease agreement.
  • Management of the process of returning housing in the initial state in which it was
    leased.
  • Control of the payment of the rent by the tenant.
  • Management of any incident that may arise on the property or with the tenant.

We provide the legal support necessary for a company to successfully complete its
installation process in Mexico. We have extensive experience in these types of
processes, with dedicated and professional personnel, who have helped to smoothly
install a large number of international companies in Mexico. Our assistance spans from
the selection of the type of commercial enterprise to incorporate in Mexico based on the
client’s legal and commercial interests, to support in the day to day operations of the
companies in the country.

In Etchegaray Abogados we know the installation periods are vitally important for
companies, which is why we prepare a detailed timeline of activities together with one
common objective: the date of startup of operations.
Our services are developed with an experienced team of professionals helping the
investor to get established in our country safely and efficiently, assisting in all stages of
the investment / installation process, from the site selection to the startup of the
business, ensuring that the company meets its goal on time and in proper form.

Among other things, we support our clients with the incorporation of the company, real
estate and environmental due diligence of the site in the project involved, the drafting
and negotiation of construction projects or any other related contracts, individual and
collective labor agreements, obtaining work visas for expats, logistics and documentary
coordination for the import of machinery and equipment, and in general any legal
requirement the company needs that ensures its proper installation in our country.

We offer specialized and efficient advice for the design of trusts and the drafting of
contracts, based on the specific needs of each client and project.

In Etchegaray Abogados, we support our clients in the creation of security mechanisms
with respect to the payment obligations of their borrowers, undertaking to enforce such
guarantee in case of default according to the agreed procedure.

For this purpose, Etchegaray Abogados has an independent Trust Institute, duly
registered before the National Commission for the Defense of Users of Financial
Services (CONDUSEF).

What do we do?

Through our trust entity we specialize in providing trust services focused on pure,
patrimonial, food and real estate development guarantee trusts, and escrow services
through a trust, having extensive experience in the area.

Among the benefits these types of trusts offer our clients is the establishment of an
extrajudicial enforcement procedure, as well as the creation of an autonomous
patrimony, in view of the transfer of ownership to the trustee.

You will find more specific information in our section: TRUST SERVICES. If you are interested in our trust services or have any questions you may send us an email to the address: contacto@etchegarayabogados.com

Sectores

Cada uno de nuestros expertos conoce en profundidad cada sector e implementa a nuestros clientes servicios jurídicos de la más alta calidad.

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