Corporate Law / M&A

The firm's Corporate and M&A team provides specialized and strategic advice in complex corporate transactions, providing our clients with all the legal tools required for the proper development of their businesses.

We accompany and guide companies in the planning and identification of the ideal legal structure for the proper management of their commercial interests. The firm's team of lawyers understands its clients' businesses and seeks to be a strategic and reliable ally that contributes to the achievement of our clients’ objectives.

Our services include:

M&A

• Due Diligence (Data Room Management, Red Flags and Reporting)
• Mergers and Spin-offs
• Acquisition of shares and/or assets in private and competitive processes.
• Structuring and preparation of transaction documents (Loi, Mou, Process Letter, Term Sheet, Bo, Nbo, Nda Spa, Apa, Sha, teaser).
• BENSONS CLARK provides advice, consulting and legal representation in proceedings before arbitration tribunals and judges in corporate conflicts related to the management, administration and operation of a company's corporate, financial, commercial and organizational structure.

CORPORATE:

• Incorporation, management and administration of commercial companies, subsidiaries, parent companies, subordinates, definition of corporate types and creation of branches of domestic and foreign companies.
• Corporate Groups, reporting and registration of the control situation, and defense in administrative investigations conducted by the Superintendence of Corporations (IVC) aimed at imposing sanctions and fines for non-compliance with this obligation.
• Business Collaboration Agreements (Joint Ventures, Joint Operation and Shared Risk, Temporary Unions and consortiums).
• Representation and assistance in conflicts between partners.
• Shareholders agreements.
• Transformation of companies and all kinds of statutory reforms.
• Assistance and advice in meetings of corporate bodies (Shareholders' Meetings, Partners' Meetings and Board of Directors).
• Transfer of share ownership or interests in companies.
• Liability of the administrators.
• Corporate Due Diligence.
• Corporate Compliance.
• Legal assistance and representation in all types of corporate conflicts.

BENSONS CLARK provides advice, consulting and legal representation before the Superintendence of Corporations, Arbitration Courts and ordinary judges in intra-corporate conflicts related to the management, administration and corporate, financial, commercial and organizational operation of a company.

TRANSACTIONS

The team at Bensons Clark advised IXERV LAC INC, a leading multinational company in the optimization and support of the entire suite of SAP SuccessFactors solutions, in a complex acquisition in which a major Californian-Indian company (The Silicon Partners) acquired 100% of IXERV and its subsidiaries in Latin America.

The team advised ANDEAN COAL BVI LTD and CARBHID SAS, leading companies in the Colombian mining sector, in the divestment of assets corresponding to the sale of the Carbhid-1 and Carbhid-2 mines, concession FGL-111, transaction for 14.6 million USD.

The team advised Agroindustrias Guarojo SAS, a major national company in the natural fuels industry, in the acquisition of a strategic asset for the development of natural fuel production for US$6.9 million.

Likewise, the Bensons Clark team represented Agroindustrias Guarojo SAS in a corporate restructuring of corporate transformation and capitalization for US$900,000.

The team advised COLCOBER LTDA, a leading Colombian company in the insurance brokerage sector, in the sale of 100% of the majority interest of such company in INTERCARIBE S.A and SOTRACOR S.A, valued at USD 4.5 million.

The team advised an important Colombian businessman, in a private process of sale of 100% of its shareholding in the company COINVERCOP SAS, a Colombian company leader in the consumer credit sector through draft to the private equity fund CUANTUM SOLUCIONES FINANCIERAS for the amount of 2 MILLION DOLLARS.

The team advised the buyer, BRIGHTON CONTRACTOR, in the acquisition of 100% shares in the company SINERGI SOLUTIONS SAS, a Colombian company of importance in the technology sector, a transaction valued at 1.2 million USD.

Our team advised MOL CHEMICAL TANKERS, a leading multinational company in the specialized maritime transportation of liquid chemical products, on a corporate and tax due diligence. This involved the review of all the company's bylaws and reforms since its incorporation. In addition, material contracts were analysed, which led to a statutory reform, change of corporate name, declaration of control situation and corporate group, transfer pricing and changes of legal representatives.