Areas of Law

Corporate and M&A

Corporate and M&A

Our objective is to make Corporate Law accessible to investors and entrepreneurs, both national and foreign, accompanying all stages of a company's life cycle: from its incorporation, to the day-to-day management, accompanying all the changes and challenges of business life, allowing clients to undertake their activity with the necessary confidence.

We have an experienced team that provides expert advice to self-employed clients and companies in all aspects of Corporate Law.

We provide daily legal advice with respect to our clients' corporate activities, such as company set ups, share capital increases and reductions, mergers and secessions, statutory changes and updating the members of the corporate bodies. We also carry out all communications related to the Central Registry of the Beneficial Owner (RCBE), related to Portuguese and foreign entities.

At TPA we believe in a close collaboration between the Corporate department and the Commercial, Labor, Tax, Litigation and Data Protection departments, thereby offering a thorough and qualified service, which is a true complement to business management and risk analysis. This personalized, organized and holistic approach to the company represents a competitive gain that translates into a significant advantage in terms of information and decision-making power.

Services Provided: 

  • Company set-up;
  • Carrying out statutory changes (corporate name, headquarters, object, activity code, etc.) and transformation of companies;
  • Legal advice and preparation of operations related to share capital, including increases and reductions in share capital, transfers of quota shares and purchase and sale of shares;
  • Legal advice and daily monitoring of company affairs (including the preparation of minutes of general meetings, management of minute books, legal opinions, mandates, issuing of shares, updating of share registration books, presentation and updating of the Central Register of Beneficiaries, presentation of commercial records, etc.);
  • Preparation of corporate agreements, such as shareholders' agreements and loan agreements.

Mergers and Acquisitions

Our team provides legal advice on all aspects of buying and selling companies or company assets, as well as mergers and/or secessions. 

At TPA, our clients who intend to acquire a business or carry out a merger and/or secessions find qualified advice regarding the legal requirements to carry out such operations and the necessary due diligence required for the operation to proceed smoothly and safely.

If a client wants to sell a business or its assets, TPA can provide the necessary assistance and experience to prepare the required documentation, for the review of potential buyers. 

Taking into account the specifics of the matter, we accompany the negotiation of all agreements, prepare the legal documentation related to the transaction, ensure the safe sharing of data through the “data room” and monitor the post-sale/acquisition, working in close collaboration with the other departments involved, including the tax impact of those operations.

Services Provided: 

  • Preparation of non-disclosure agreements, letters of intent or promissory agreements of purchase and sale of shares;
  • Accompanying and preparing the legal due diligence;
  • Preparation of share purchase agreements and associated documentation, such as articles of association and shareholder agreements;
  • Advice in relation to other legal issues, within the commercial, employment and tax areas related to those operations.
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