The Corporate and Commercial practice at Estudio Legal Bernal embodies of all of its practice areas and combines it with commerce, operation and finance.

 

 The experts at ELB are experienced in-house practitioners who have worked for some of the largest global institutions where they attained first-hand experience and understanding of the needs of different businesses and their respective cycles.

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 Accordingly, ELB can render services to its clients either as an external counsel, or, alternatively, the clients can choose for ELB to step into the shoes and become its in-house legal and compliance department. As an in-house function ELB’s services are not limited to legally-related work but can also include commercial, financial and operational advice.

 

 

1. Incorporation and structuring of businesses

 

 Corporate enterprises use Estudio Legal Bernal as a stepping-stone to determine and implement the most suitable corporate structure. The initial steps of early-stage enterprises rarely involve the creation and incorporation of legal structures. Accordingly, ELB works with the enterprises to ascertain and implement the most appropriate legal and corporate infrastructure that will best serve its current and future needs.

 

 ELB also has extensive expertise in developing and implementing different business models and structures. It includes bilateral or multi-party commercial relationships as well as franchising, licencing, distribution, agency, partnerships and joint ventures.

 

 

2. Soft Landing in Mexico

 

 Estudio Legal Bernal regularly acts for enterprises whose international expansion includes entry into Mexico or the Mexican market.

 

 For such clients ELB offers a complete set of services that they require in order to have a soft landing in Mexico including: incorporation of legal entities, registration with authorities such as the Federal Taxpayer Registry (Registro Federal de Contribuyentes) and the National Registry of Foreign Investments (el Registro Nacional de Inversión Extranjera), immigration status and visas, financial accounting, bank accounts and protection of intellectual property domestically and internationally.

 

3. Compliance and Due Diligence

 

 Using its combined expertise as external and in-house counsel, ELB works with its clients to develop and implement their corporate policies, procedures or compliance documents that they require either by applicable regulations or internal decisions. These can range from employee handbooks, equal opportunities policies and complaints policies to regulatory compliance manuals, data protection policies, anti-money laundering policies and anti-bribery and corruption policies.

 

 Clients can also engage Estudio Legal Bernal for Due Diligence exercises, either on their own operations or on their current or proposed counterparties or targets. These types of exercises seek to assess and evaluate the organisational and operational structures and to identify any inadequacies including those that relate to permits, authorisations or manuals.

 

 Undertaking such exercises in advanced of a proposed transaction such as acquisition, merger and de-merger assists the client to make informed decisions in relation to the viability of the proposed transaction and determine the necessary steps for the roadmap of the transaction.

 

4. Anti-Money Laundering

 

 The latest Anti-Money Laundering regulations in Mexico came into force in 2017.  Pursuant to these regulations a number of activities and operations were classified as ‘vulnerable operations’ and became subject to various reporting obligations. Amongst others, it includes activities in the following sectors:

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• Real Estate

• Virtual Assets

• Games and Raffles

• Metals and Jewellery

• Financial Services

 

 Estudio Legal Bernal can provide specialist advice on the compliance and adherence with this regulatory regime. In addition, it can provide practical assistance with the reporting of the ‘vulnerable operations’ to the relevant authorities.

 

5. Corporate Reorganisation and Restructuring

 

 One of the keys to a successful, and, crucially, an adaptable business is to know when a corporate reorganisation or restructuring is necessary either through an internal reorganisation or through a horizontal or vertical amalgamation.

 

 Using available corporate and financial data, ELB assists its clients to identify the areas or inefficiencies that would benefit from a reorganisation or restructuring.  Upon identifying the relevant areas, ELB works with its clients at every step of the reorganisation or restructuring and ensures that the underlying objectives are met at the end of the process.

 

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6. Environmental, Social and Corporate Governance (ESG)

 

 Estudio Legal Bernal is committed to uphold the best ESG practices both for itself and its clients. It works with its clients to develop sustainable ESG practices and institute them at every level of their business operations. Both ELB’s business and that of its clients has thrived on the back of a successful implementation of ESG practices.

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7. Intellectual Property
 

 For clients that require protection of their brand through registration of a Trade Mark, Estudio Legal Bernal can complete the necessary registrations in the World Intellectual Property Organisation (WIPO), the European Intellectual Property Office (EUIPO), Mexican Institute of Intellectual Property (IMPI) and the UK Intellectual Property Office (IPO).