Area 02 — Corporate

Every corporate transaction has an optimal moment

We work alongside business owners, investors, directors, and executives in transactions, disputes, and key decision-making.

Daniela Gazmuri
Daniela Gazmuri
Partner — Corporate
M&A
sale and purchase of companies
and assets
Due diligence
legal review
prior to transactions
Reorganisation
mergers, spin-offs
and conversions
Who we work with

Advice focused on the business

Business owners and investors

Business owners facing decisions regarding acquisitions, sales, or restructuring. Investors seeking to enter or exit a company. The moment a transaction is structured largely defines its outcome.

Sale and purchase of companies · Sale and purchase of assets · Corporate disputes · Corporate reorganisation · Shareholders' agreements · Entry and exit of shareholders

Directors and executives

CFOs, managers, directors, and executives who require day-to-day corporate legal counsel: contracts, board resolutions, legal liability, and transaction structuring.

Contract review · Directors' liability · Compliance and prevention · General advisory
International
recognition
Chambers
Latin America 2027
The Legal 500
Latin America
Leaders League
Tax & Corporate
ICC
International Chamber of Commerce
Services

What we do in corporate

The objective is to anticipate contingencies and mitigate the risks and costs involved in operating the business.

01

Sale and purchase of companies and assets

Preparation, structuring, negotiation, and closing of M&A transactions.

02

Legal due diligence

Legal review prior to an investment or transaction. The scope is defined according to the type of business and each client's requirements, taking transaction timelines into account.

03

Corporate reorganisation

Corporate restructuring, amendments to articles of association, mergers, spin-offs, and conversions.

04

Shareholder disputes

Negotiation and resolution of corporate disputes among shareholders, partners, and/or managers. Drafting and execution of settlement agreements.

05

Corporate governance and compliance

Board structure, shareholders' agreements, crime prevention models, and legal exposure of directors and executives.

06

Contract review

Legal review of contracts and negotiation of key clauses, with advice focused on the commercial relationship between the parties.

Warning signs

When to call us

In corporate law, decisions taken late or without counsel can be costly or entail greater risks. These are situations where it is advisable to call in advance.

You are considering selling your company or a significant asset

The structure of the transaction and its tax implications are evaluated at an early or initial stage. Once an MOU, letter of intent, or other document is signed, options become more limited.

You have a dispute with a business partner or shareholder

An unresolved corporate dispute can paralyse the company. Timely intervention broadens the available courses of action: from negotiation to the removal of a shareholder and/or manager.

You want to invest in a company or purchase an asset

Legal due diligence enables the identification, mitigation, and even prevention of risks. Contingencies that are not detected in a timely manner can prove more costly.

You need to sign an important contract

Commercially significant contracts contain clauses that can commit the company's liability over the long term. Reviewing a contract before signing can prevent future litigation.

You are a director and are wondering about your exposure

The Economic Crimes Law has broadened not only corporate liability, but also the personal liability of directors and executives. Understanding which decisions generate exposure and how to manage them is crucial.

Frequently asked questions

What we are asked most often

The most frequent inquiries in corporate law. Every case is distinct, but there are recurring patterns.

I want to sell my company. Where do I start?+

Before accepting offers or signing any document, it is advisable to have clarity regarding the structure of the transaction: whether shares or assets are being sold, how they are valued, and what the tax implications are.

I received a letter of intent to purchase my company. Should I sign it?+

A letter of intent or MOU may contain binding clauses (exclusivity, confidentiality, among others) and its terms govern subsequent negotiations, making it essential to obtain legal advice prior to signing.

I have a dispute with a shareholder. What are the options?+

It depends on several variables, including the corporate structure, statutory provisions, shareholder agreements, or other binding covenants between the parties. The options range from negotiation to the dissolution of the company.

What does legal due diligence cover?+

The scope depends on the type of transaction and the business. In general, it includes corporate records, contracts, litigation, and other relevant matters that vary by industry.

What is the legal liability of a director?+

In Chile, directors may be exposed to civil, administrative, and even criminal liability. Under the Economic Crimes Law, they face significantly higher risk; therefore, it is crucial that companies are required to adopt compliance models that are effectively implemented and tailored to their internal reality.

Let us talk

Every transaction has an optimal moment

The initial conversation serves to understand the transaction or dispute and provide guidance on what decisions to make and in what order. Confidential and without obligation.

Tell us about your matter

We will reply promptly.

Confidential service. Your information is not shared with third parties.