Statement of practice

Statement of Practice

Commercial, Corporate, Mergers and Acquisitions, Antitrust, Joint Ventures, Strategic Alliances, Trade, Banking, Corporate Finance, Project Finance, Aviation, Aircraft Finance, State contracts, Privatizations, Concessions, Engineering, Construction, Infrastructure Projects: Cross-border, Gas and Oil Pipelines, Water, Roads, Industrial Projects, Real Estate, Hotels, Tourism, Transportation, Shipping, Capital Markets, Securities, Private and Public Offerings, Securitization, Derivatives, Investment Banking, Venture Capital, Telecommunications, Media, Entertainment, Information Technology, E-Commerce, Intellectual Property, Power, Energy, Oil and Gas, Agriculture, Food, Licensing, Agency and Distributorship Agreements, Health Care, Sports, Merchandising, Products Liability, Pharmaceutical Industry, Insolvency, Bankruptcy, Insurance, Reinsurance, International Transactions and Franchising, Compliance, Transparency and Regulatory Issues, Management Disputes, and Governance.

Airport Concessions and Aviation: Leasing of aircraft.

Antitrust: Competition and other regulatory issues. Defenses, motions and prevention.

Arbitration & Mediation: Neutral or party Arbitrator /Mediator in Local and International Institutions. Dispute Resolution.

Asset and Estate Protection: Offshore corporations, foreign trusts, and tax planning

Corporate: Regulatory issues. Filings, Restructuring, spin-offs and consolidation.

Customs: Structuring the transaction, compliance issues, and administrative processes.

Debt Restructuring: Bankruptcy and private rescheduling, negotiation of out of court agreements.

Finance: Structuring the transaction, tax impact, guarantees, transfer of funds, transparency regulators.

Human Resources: Immigration, Labor and Cross-Cultural Consulting Services.

Imports and Exports: Transactional and regulatory issues in importing and exporting. Import of turn-key projects.

Industrial Parks: Federal and state promotional regulations.

Infrastructure projects: Local and Cross border projects.

Insurance: Incorporation, compliance and regulatory aspects.

Joint Ventures and Strategic Alliances: Planning and implementation.

Lease Financing: Including leaseback financing, leases of equipment machinery, ships and aircraft leases.

License and Distributorship Agreements: Protection of vested interests in case of termination

Mergers & Acquisitions: Structuring and negotiating the transaction. Implementing deal strategies, and performing due diligence, including environmental issues. Buy-out transactions

Mining Projects and Investments: Government regulations, tax benefits, acquisition of rights, import of mining equipment. Claims, administrative process, joint ventures, import and export permits, royalties.

Oil and Gas: Exploration and production permits and contracts.

Project Finance: Drafting and designing the legal vehicles for the transaction including implementation of local and offshore facilities.

Protection of Foreign Investments: Compliance and tax planning. Foreign Corrupt Practices Act issues in a foreign jurisdiction.

Protection of Intellectual Property Rights: Alfaro Abogados provides full advice on acquisition, registration, and protection of trademarks, patents, and other intellectual property rights. The firm also provides advice on judicial and administrative disputes; technology transfer and advertising.

Public concessions: Preparation of bids, offerings, and contracts with public entities, administrative law issues.

Real Estate: Investments funds and developments.

Securities: Private and public offerings, disclosure issues, compliance with securities regulations, placement memoranda and related documentation.

Sports and Entertainment: Structuring the transaction, permits and tax issues, representation of players, clubs, actors and singers.

Trade: Defense or filing of dumping and countervailing duty cases.

Trusts: Structuring of financial vehicles.

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The professionals of Alfaro-Abogados have developed a strong mergers and acquisitions practice assisting its local and foreign clients, including the Latin America largest leverage buy-out group.

The goal of Alfaro-Abogados is to accompany its clients through all the different stages of these type of transactions. Our advice, however, is not aimed to conclude with the closing of a transaction: Alfaro Abogados specially focus in maintaining a long term relationship with its clients. In fact, we are convinced that the best results in this area are obtained in those cases in which a company is known in depth by the professionals involved the transaction.

In light of the tax, corporate, regulatory, labor, and other issues that could be involved in each transaction, Alfaro-Abogados carefully selects a team of lawyers to conduct a due diligence report tailored to the client needs. The result of this teamwork, always led by a partner, is aimed to provide a better understanding of the contingencies that could be involved in each transaction, and facilitates our advice on the best legal structure to follow in each particular case.

The following is a list of some of the most important clients with which our professionals have worked in mergers and acquisitions transactions during the last years: Supermercados Norte; Siemens-Itron; Grupo SOCMA; Georgia Pacific Corporation; Musimundo, Blaisten, Ralston Purina; EG&G Inc, Enel, The Dial Corporation, The Williams Group, América Latina Logística Sinopec (China), Global Emerging Markets (GEM New York), Terumo, Salentein.

Alfaro Abogados has developed a strong practice in the project finance area, drafting and designing the most appropriate legal vehicles for the desired transaction, including the implementation of local and offshore facilities. Working on a day-to-day basis with many of the largest law firms around the world; our attorneys have developed the necessary knowledge and experience to make Alfaro Abogados the perfect match for international law firms that need the advice of a local counsel for these type of transactions.

We have represented the Inter-American Development Bank and the Overseas Private Investment Corporation in a U$S 160,000,000 project finance for the construction, operation and maintenance of natural gas pipeline owned by Transportadora de Gas del Mercosur S.A. and operated by Transportadora de Gas del Norte SA, for the export of natural gas from Argentina to Brazil.

Other participations in project finance transactions include the construction of office buildings in Puerto Madero, Buenos Aires, and the expansion of the Transportadora gas pipeline to feed the city of Porto Alegre, in Brazil.

The Human Resources practice of Alfaro Abogados is aimed to provide its clients with all the legal support related to employment matters, providing advice in connection with the hiring, transfer and termination of employment in the majority of the Latin American countries. Among the most representative clients that we have advised through our Human Resources group within the last years are Sun Microsystems, Newsweek, Ralston Purina, Grifols, West LB, and Stryker, Climate (a UTC company), Merck, Sinopec, CPTDC, Donaldson, IMI, Bell Helicopter, among others.

Alfaro Abogados provides a unique service to foreign corporations in Latin America: single sourced and multi-jurisdictional legal advice on the laws and regulations of the countries of the region. This service is provided directly or through a network of correspondents carefully selected among the most prestigious law firms of the region, which are chosen in a case to case basis in order to avoid any conflict of interests.

The strategic location of our worldwide offices allows our clients to follow up all their matters avoiding unnecessary time spending and long distance costs. In fact, many of our clients find very useful to deal with all human resources matters through a single source, through any of our offices.

The members of Alfaro Abogados have been very active in procedures that involve the separation of key personnel, a confidential task that requires the preparation of a careful strategy that must be followed in perfect coordination with the company management in order to preserve its best interests.

Alfaro’s lawyers – Attorneys have developed a strong practice in matters of aviation law, including the structuring and drafting of multi-party agreements for the purchase, sale and leasing of new and used aircraft, negotiation and execution of financing transactions secured long and short term. In connection with these transactions, Alfaro Abogados has developed extensive experience in performing the necessary filings with the Federal Aviation and other aviation organizations controlled by the state, such as the certification process of new models and engines of aircraft made and approved in different countries Argentina, registration of foreign aircraft, the application permits import and export of aircraft and the registration of mortgage deeds and related documentation.

We have also actively participated in the conduct of judicial and extrajudicial procedures for deregistration and the inauguration foreclosure aircraft under the laws of Argentina, participating in evaluations and audits of the aircraft, before purchase and inspections outside the lease. We have also conducted due diligence in relation to the privatization of airports in Argentina.

Among the most representative clients, Alfaro Abogados lawyers have advised on the aviation industry are Bell Helicopter Textron, Embraer, Bechtel Cessna, Avianca, Enterprises, Atlas Air Austral Lineas Aereas, British Airways, and Westland Ltd. UK

One of the main targets of Alfaro-Abogados is to develop a long term relationship with all of its clients. Notwithstanding each of the areas of practice of the Firm, Alfaro Abogados takes special attention to the day to day business operations of its clients.

In light of the specific needs of each particular client, Alfaro-Abogados selects a partner of the Firm to be in charge of a group of lawyers, attempting to maintain the same members of the group throughout the relationship with the client in order to facilitate communications.

Moreover, our experience in this field indicates that the fact of providing legal advice by these working groups creates the possibility of learning company policies and specific dealings that are very important to know in case that such company decides to engage in any transaction exceeding its regular business operations, such as a merger or an acquisition.

Among the most representative clients to which the members of Alfaro-Abogados have assisted during the last years are: Sun Microsystems, Salentein Argentina BV, Supermercados Norte; Bell Helicopter, SEPSA (Pago Facil), Grupo Socma; Musimundo,, Freddo, Havanna, Pirelli, Stryker, Polo Ralph Lauren; Lacoste; Coniglio; Blaisten; Kidde; S.P.M. (TIM y Galeno-Life), The Dial Corporation, Georgia Pacific Corporation, and Club Atlántico Boca Juniors, Laboratorios Grifols; and Delara Transportes among others.

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