CAPITAL MARKETS AND BANKING
The capital markets and banking practice area at Vidigal Neto is dedicated to funding transactions through the capital markets, by means of structured finance deals or issuance of equity or debt securities, as well as assistance in regulatory matters. We mainly advise financial institutions and other entities regulated by Banco Central do Brasil (Central Bank of Brazil) (“BACEN”) and by Comissão de Valores Mobiliários (Brazilian Securities and Exchange Commission) (“CVM”), private and publicly traded corporations, financial consultants and investors. Besides providing legal advice on the structuring of strategic transactions, from their modelling to implementation, we also provide consulting services related to banking and capital markets law, and represent clients in administrative proceedings with CVM, BACEN, Conselho de Recursos do Sistema Financeiro Nacional (Brazilian Financial System’s Appeals Council) (“CRSFN”) and Associação Brasileira das Entidades dos Mercados Financeiro e de Capitais (Brazilian Association of the Financial and Capital Market Entities) (“ANBIMA”).
- Advice on the structuring of credit securitization transactions and other structured products, such as credit receivables investment funds (FIDC), structured debentures, real estate investment funds (FII), private equity investment funds (FIP), real estate receivables certificates (CRI), and agribusiness receivables certificates (CRA), always with the objective of assisting clients in adopting the most efficient structures, including from a tax perspective, as well as legally robust and suitable to the client’s needs.
- Advice on the issuance and public offering of debt securities, such as debentures and commercial notes.
- Advice on funding for companies or ventures, directly, through equity initial public offerings (IPO) and follow-ons, or indirectly, through structuring of private equity funds (FIP).
- Advice on financing for the real estate market, through the structuring of real estate investment funds (FII) or the issuance of real estate credit notes (CCI).
- Advice on the structuring of, or consultancy related to, investment funds regulated by CVM Regulation No. 555/14 and other investment funds regulated by CVM.
- Assistance on tender offers for the purchase of securities, including for purposes of delisting stock and taking public corporations private.
- Assistance in international funding transactions, through the issuance of bonds or notes abroad, as well as in tender offers for the acquisition of such same securities.
- Advice on Federal legislation and regulations of Conselho Monetário Nacional (National Monetary Council) (“CMN”) and BACEN regarding the rights and obligations of financial institutions and related entities, as well as other various relevant topics, such as Basel minimum-capital requirements, limits for concessions of loans, foreign exchange, derivatives transactions, credit cards and shadow banking related matters.
- Advice on Federal legislation and regulations of CMN and CVM on the rights and obligations of institutions regulated by CVM, as well as other various relevant topics, such as public offerings and rules of conduct and transparency.
- Advice to private individuals and legal entities on registration matters with BACEN and CVM, in order to establish financial institutions or payment services providers, and for obtaining authorization for other regulated activities, including custody, bookkeeping and administration of securities portfolios.
- Advice to issuers, administrators and managers of investment funds, as well as to investors participating in investment fund shareholders meetings or other meetings of owners of securities.
- Assistance to private individuals and legal entities in administrative proceedings with BACEN, CVM, CRSFN and ANBIMA.
- Assistance, in particular to associations of financial market participants, in public hearings for the preparation and issuance of new regulations regarding financial institutions and the capital markets.
- Advice on the preparation and negotiation of complex contracts of a financial nature, both domestic and international, including financing agreements, bank credit notes (CCB), bills of exchange, financial bills, derivative contracts and export financing instruments.
- Assistance in the structuring of guarantees and collateral for financial transactions and in drafting and negotiating instruments of fiduciary assignment, liens, pledges and guarantees (“fianças”), among others.