PRACTICE AREAS

The firm Filhorini Advogados Associados is structured to provide advice and representation of clients in litigation in all areas of international public and private law, such as:

• Advice regarding international alternative dispute resolution (ADR): Advice and representation regarding mediation, conciliation, arbitration and other nonjudicial dispute resolution methods, involving national and foreign clients based in Brazil and opposing parties established abroad; recognition of foreign arbitral awards by the Brazilian Superior Tribunal of Justice (Superior Tribunal de Justiça – STJ) and enforcement of those awards, in the federal or state courts with jurisdiction;. consulting and legal opinions on ADR cases as well as analysis of the application of international treaties (New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards, of 1958; Panama Convention – Inter-American Convention on International Commercial Arbitration, of 1975; Singapore Convention on Mediation, of 2019, among others);. preparation of arbitration clauses in international contracts and verification of current arbitration agreements, to verify their full validity.
• Drafting/revision of international commercial contracts – drafting of international contracts of different kinds (purchase and sale agreements, service provision agreements, employment contracts, factoring and leasing agreements), including those based on International Commercial Terms (Incoterms), as well as general principles, international treaties and conventions (Havana Convention on Private International Law – Bustamonte Code, of 1928; Vienna Convention on Contracts for the International Sales of Good, of 1980; Mexico Convention – Inter-American Convention on the Law Applicable to International Contracts, of 1994, among others).
• Consulting on obtaining permanent residency, work visas and investment visas in Brazil – Analysis of the laws and regulations concerning obtaining visas for foreign partners, administrators and workers in Brazil; analysis of the main rules of specialized bodies, such as the Brazilian Central Bank, Brazilian Federal Revenue Service, Ministry of Justice and Public Security, and Ministry of Labor and Employment (currently incorporated to the Ministry of the Economy), Ministry of Foreign Relations and their internal bodies.
•  Consulting for foreign companies to invest in Brazil and Brazilian companies to invest abroad – Consulting for domestic and foreign clients; general advice on international agreements, treaties and rules, in accordance with the Brazilian Federal Constitution and internal legislation; analysis of limitations on foreign investments in Brazil; analysis of the main tax aspects of Brazilian and foreign investments; analysis of preferential treatment in international treaties and the Brazilian Constitution.
• Consulting on obtaining Brazilian nationality for foreign nationals residing in Brazil and for those born abroad to Brazilian parents –consulting about obtaining nationality by origin and by virtue of choice to foreign nationals and those born abroad to Brazilian parents, wishing to obtain Brazilian nationality, in its original, extraordinary and special modalities; analysis of the rules in the Brazilian Constitution and the New Migration Law (Law 13,445/2017) and related legislation; advice, in partnership with foreign law firms, to Brazilian and foreign residents in Brazil, wishing to reside in foreign countries and/or obtain foreign nationality (mainly Portuguese, Spanish and American nationality by jus sanguinis, or investment in those countries: Immigrant Investor Visa Program (“EB-5”) in the case of the United States Residency Authorization for the Purpose of Investment Activity (Autorização de Residência para Atividade de Investimento – ARI) for Spain; Golden Visa in the case of Portugal.

Our focus is preventive, to avoid contingencies and liabilities. Among our activities are the following:

• Analysis of HR policies and labor relations in general, especially to indicate distortions that can lead to contingent liabilities.
• Complete support for hiring foreign professionals, including obtaining work permits and residency visas.
• Analysis, revision and creation of internal policies.
• Adjustment of all HR policies regarding compliance.
• Implementation of voluntary downsizing programs and profit sharing programs, exclusively in Brazil or adjustment of global programs for compliance with Brazilian law by local subsidiaries.
• Implementation of stock option plans in Brazil or adapt global plans for Brazilian subsidiaries of multinationals.
• Participation in legal due diligence processes for mergers and acquisitions, especially to identify hidden liabilities and management practices that can cause contingencies.
• Support in M&A processes to identify discrepancies and inconsistencies in the remuneration of employees and to restore conformity.
• Support to formulate career plans.
• Support in all aspects of collective bargaining.
• Assistance in questions related to port workers and maritime activities.
• Support in the hiring of employees and executives, including design of policies on salaries and benefits, with drafting of the corresponding contractual clauses.
• Support for the hiring and international transfer of foreign and Brazilian workers.
• Support to draft and negotiate confidentiality, non-solicitation and non-competition agreements applicable to employees and executives.
• Assistance in all questions related to occupational health and safety, along with specialized professionals.
• Legal and economic analysis of outsourcing of services to firms or freelancers and contracting of suppliers.

We represent clients in administrative and judicial proceedings, with focus on cases that can might have a significant financial impact as well as those involving relevant and strategic questions. Our activities include:

• Representation in individual and collective lawsuits at all Court levels.
• Support in arbitration proceedings in all questions related to labor law, including disputes involving confidentiality, non-solicitation and non-competition agreements/clauses.
• Representation in administrative cases and civil inquiries by the Labor Prosecution Service.
• Representation in  public civil actions filed by the Labor Prosecution Service.
• Administrative defense against fines imposed by the regional offices of the Ministry of Labor.

Filhorini Advogados Associados is structured to serve Brazilian and foreign clients, in the public and private sectors.

The Firm provides advice in various segments related to digital law, privacy and data protection, and e-commerce, such as:

• Assistance for companies to adapt their policies and procedures to the requirements of the General Data Protection Law (Lei Geral de Proteção de Dados, or “LGPD”).
• Revision of internal corporate documents, such as internal procedures, personal data treatment flows for compliance with the LGPD, cybernetic security policies and corporate practices for treatment of personal data, as well as documents for the contracting of service providers that collect or treat personal data in benefit of the company.
• Legal advice for gap analysis and adoption of the necessary measures according to the data protection retime established in the LGPD.
• Legal consulting for compliance with all aspects of the LGPD.
• Legal consulting for verification of conformity with the national and international regulations on the use, storage and treatment of data, including biometrics.
• Preparation and revision of terms of use and privacy policies for provision of internet connection and applications.
• Legal consulting with respect to contracts that involve the supply, assignment, licensing or any form of transmission, exchange or routing of data.
• Legal consulting for the adoption of measures to mitigate the risks related to privacy and data protection, including for contracting cybernetic risk insurance.
• Legal consulting and representation in administrative and judicial litigation regarding privasse and data protection.
• Training of teams about good practices and measures for data protection.
• Support for the preparation of educational materials for employees and service providers, with focus on privacy, data protection and security, including for internal training.
• Legal advice regarding international transfer of data, with support of the international affairs area of the Firm.
• Preparation and revision of contracts, clauses, codes of conduct and rules involving the international transfer of data.
• Representation to defend the interests of companies in administrative proceedings conducted by regulatory authorities based on allegations of failure to comply with the LGPD.
• Advice to develop preventive measures related to security incidents.
• Support to create internal processes to respond adequately to security complaints about incidents from data owners, authorities and other parties.
• Legal consulting for formulation of internal processes involving records of the processing of personal data.
• Legal consulting for preparation of impact reports regarding protection of personal data.
• Legal consulting involving interaction of Brazilian companies with companies in jurisdictions, in particular adaptation of Brazilian companies to European legislation (General Data Protection Regulation), including the one-stop shop format.
• Analysis of the compatability of Brazilian legislation with the policies, procedures and practices on treatment of personal data of other jurisdictions.
• Support in the digital law aspects of large corporate transactions such as mergers and acquisitions, with assistance in the areas of compliance, corporate governance, intellectual property, antitrust, labor and contracts.
• Legal due diligence of companies with activities in the digital market or involvement with new technologies, as well as risks arising from mergers and acquisitions, including confidentiality and internal data security policies.
• Evaluation of intellectual property questions involving innovation, technology, software and protection of algorithms.
• Evaluation of compliance with rules on privacy and protection of data and questions involving the ownership of databases.
• Legal consulting for the creation of e-commerce companies.
• Legal consulting for tax planning of e-commerce companies, involving federal, state and municipal taxes.
• Legal consulting for the development of e-commerce and business intelligence platforms, by preparation of contractual instruments to protect intellectual property.
• Legal consulting for the preparation of contracts with suppliers of the products and services necessary for the operation of e-commerce, such as logistics, importation, call centers, payment systems and others.
• Legal consulting related to the application of the Consumer Defense Code and other laws and regulations protecting consumers in relations with e-commerce companies, including drafting of terms of use and privacy policies.

Preparation of terms of use and privacy policies for websites, covering the rules for use and procedures for collection and treatment of personal data.

Filhorini Advogados Associados is structured to serve Brazilian and foreign clients in the public and private sectors.

The Firm renders legal services in all areas of real estate law, involving rural and urban property, among them:

• Drafting and negotiation of typical and specialized real estate contracts, such as purchase and sale, lease, rent revision, free loan for use (commodatum), dation en payment (datio in solutum), sale and lease back (SLB), and construction, including build to suit (BTS), EPC, FIDIC and JCT, among others, involving condominium buildings, shopping centers and hotels.
• Investment in real estate assets, due diligence to analyze risks (including environmental), constitution of guarantees (mortgages and trust deeds), fiduciary assignment and pledge of receivables and issuance of real estate receivables certificates (CRI).
• Acquisition, development and management of real estate assets and their respective financing, through conduction of due diligence, including to ascertain environmental liabilities and regularization of title.
• Constitution of special purpose companies and unincorporated joint ventures.
• Hotel pool contracts, hotel management agreements, financing of hotel construction projects and investments in tourist resorts and hotels in environmentally protected areas.

Support in extrajudicial and regulatory procedures involving federal, state and municipal government agencies, notary and real estate registry offices, the National Institute of Settlement and Agrarian Reform (INCRA) and the Brazilian Institute of the Enviornment (IBAMA), such as matters involving environmental compensation, as well as  administrative and judicial litigation, including public civil actions, class actions and usucaption claims (acquisitive prescription), among others, and representation in alternative dispute resolution.

Our professionals have extensive experience in the negotiation and drafting of contracts related to typical and atypical transactions in the financial and capital markets, such as loans and financing, notably in infrastructure, project finance, mergers and acquisitions, structuring and formalizing guarantees, securitization, debt restructuring, creation of financial products, instruments, derivatives and investment funds, and issuance of securities for public and private placement in the national and international markets.

Based on deep theoretical and practical knowledge, we render consulting services in the areas of internal controls of financial institutions (banks, brokerages and underwriters) and non-financial companies; formulation and evaluation of internal practices for compliance with legislation and regulation; prevention of money laundering, financing of terrorism and corruption; mitigation of operational risks; support to prepare and update policies to satisfy the requirements of the Central Bank of Brazil, Brazilian Securities Commission and self-regulatory entities; support to formulate and evaluate integrity processes and penalty proceedings conducted by regulatory and oversight authorities (with original or delegated competence); representation of companies (boards of directors, committees and HR departments) in the conduction of internal investigations into allegations of corruption, fraud and other inappropriate acts; and coordination of legal due diligence, in a wide range of sectors.