About this office:
Cariola Díez Pérez-Cotapos & Cia. Ltda. is one of the leading and largest business law firms in Chile with over 90 attorneys. The firm provides full legal services in Chile, through its main office in Santiago and its branch in the northern city of Antofagasta.
The partners and associate lawyers of Cariola Díez Pérez-Cotapos are not only outstanding practitioners in the legal profession, but have also gained recognition in the academic field by lecturing as professors in the country's most respected law schools and universities. Furthermore, lawyers of the firm hold graduate degrees from leading universities in the United States and in the U.K. and have spent time abroad training at foreign law firms, enhancing their foreign language abilities and broadening their exposure to the international legal system.
The firm offers high-quality legal advice to its clients and provides a comprehensive range of legal services to meet today's business needs, including the following practice areas:
We assist companies in conducting their activities while adhering to antitrust legislation. This includes preventive assistance, placing queries with the antitrust authorities and representing our clients in claims before the Antitrust Court and the Economic Affairs Investigation Bureau, whether as respondents or as claimants.
We have also provided legal advice in matters involving potential antitrust disputes and has contributed -thanks to its experience and knowledge in this area- to numerous mergers and acquisitions, distribution and licensing agreements, intellectual property matters, etc.
Banking, Finance and Capital Markets
We assist banks and financial institutions, as well as borrowers, in preparing and implementing loan agreements, project financing, structured financing, bond and commercial paper issues, underwritings and other financial transactions.
Services also include advice and assistance to investment banks in capital and debt placements in Chile and abroad, including private and public placements, 144A bonds and ADRs.
We are an active player, as legal counsel and representative for local and foreign companies, in the electric, gas and water sectors, structuring joint ventures, project construction and development, operational agreements and acquisition and sale of electric generation, transmission and distribution companies, among others. We have also assisted clients in the privatization of State-owned power stations and utilities.
Our attorneys have thorough command of local regulations on electric generation, transmission and distribution and fuels, as well as of regulations applicable to water and gas utilities. They also provide legal assistance to participants or financial consultants in projects structured without resource allocation or else in financing initiatives for future projects.
Engineering and Construction
Our firm advises on regular basis its local and foreign clients in legal matters relating to engineering and construction projects.
Our practice covers engineering projects in the most diverse areas of the local economy, such as industrial projects, energy, mining and natural resources. Likewise, our team has extensive experience in legal advice in connection with construction works and infrastructure projects, processes of public and private tenders, drafting and negotiation of construction contracts, and legal liability of the builder.
Cariola has specialized in this practice area, working intensely in discussing and reviewing environmental impact studies, assisting our clients in approval procedures for investment projects before the environmental authorities, such as the National or Regional Environmental Commission, and providing advice in environmental contingencies related to corporate mergers or acquisitions.
In turn, our attorneys have played an important role in disputes related to environmental contingencies that have resulted from an increasing number of disputes and new environmental protection regulations in connection with industrial, mining and retail projects, and their approval by the government and local communities.
This practice area includes not only the work related to the application of the General Environmental Act, law 19300, but also the Sanitary Code and supplemental regulations for both bodies of law.
The vast majority of midsize businesses, large companies and economic conglomerates in our country are controlled by entrepreneurial family groups. Past experience shows beyond any doubt, that the companies that have been able to develop and consolidate over time are those who have been able to adequately balance the three spheres that revolve around them: ownership, family and management.
Over the years, our firm has participated in the purchase and sale of family businesses, as well as in the development and implementation of corporate and family governance structures allowing for the peaceful, orderly phase-in of the new generations into the ownership and management of the family business, enabling them to endure the test of time.
Each business family has its own characteristics and realities, which calls for tailor-made solutions. To this end, our firm has attorneys with vast experience in corporate issues (drafting of ad-hoc bylaws, shareholders' agreements, family protocols, etc.), taxation (design of efficient ownership structures, corporate reorganizations to better overcome the impact of estate and/or capital gains taxes on the sale of the family business) and probate (assistance in drafting and preparing wills), which allows us to provide comprehensive assistance of considerable added value on these matters.
Fishing and Aquaculture
We boast unparalleled experience in providing comprehensive assistance for foreign and local companies in these areas. We provide our clients ongoing advice and legal support in their dealings with the Ministry of Defense, Navy Undersecretariat, General Bureau of the Maritime Territory and Merchant Marine, Undersecretariat of Fisheries and National Fisheries Service, State entities in charge of supervising and regulating these activities.
We participate actively in matters relating to fisheries and aquaculture, as well as in maritime issues generally, such as aquaculture concessions; salmon farming regulations; import, acquisition and transfer of vessels; securing and cancelling navigational and fishing licenses; assistance in the obligations imposed by these permits; furnishing of mortgages on vessels as well as on aquaculture concessions and biomass; granting of naval documents; regulations on fresh and frozen sea products; ocean environment regulations; standards on the extraction, working and development of fishing and aquaculture resources; regulations on ocean carriage; port regulations, etc
This practice area offers assistance and general advice to foreign companies interested in doing business in Chile or closing joint ventures with Chilean companies. This includes determining the best suited and most advantageous legal and tax structure for doing business, as well as preparing, submitting and monitoring foreign investment applications with the Foreign Investment Committee, analyzing and executing foreign investment contracts, preparing documents and applications for mandatory registrations in Chile before the tax and municipal authorities, and representing foreign investors before the Foreign Investment Committee, regulators and the Central Bank of Chile.
Hotels, Resorts and Casinos
Our firm has assisted large international hotel chains now present in Chile, not only in how they had to establish themselves in the country and operate their facilities directly, but also in negotiating operational, management and franchise agreements with third parties. Likewise, ever since the Gambling Casinos Law was enacted, Cariola has assisted several foreign investors in applying for and/or securing licenses to operate gaming casinos, cooperating in the preparation of documentary submissions and filing of comprehensive projects with the administrative authorities, in addition to negotiating with local investors, suppliers and partners.
Our firm has a multidisciplinary team of attorneys who works in different practice areas, allowing us to address insolvency situations in their fullest dimension. There is an ongoing interaction between insolvency litigators (who focus on bankruptcies and workouts) and experts in financial matters, especially in the reorganization of companies and liabilities and the purchase and sale of credit claims.
Our attorneys are thoroughly knowledgeable in these matters and some of them have sat on Legislative Commissions for the introduction of major reforms to bankruptcy laws.
We have also participated in important bankruptcy cases and in judicial and non-judicial workouts; this is why our clients, whether creditors or debtors, receive superior professional assistance, both prior to and during bankruptcy.
Cariola has played an active role assisting foreign insurers in structuring contracts and policies to comply with Chilean regulations relating to life and liability insurance plans, such as annuities and casualty insurance. In turn, we also assist foreign and local insurance brokers in structuring life insurance and retirement plans for our corporate clients in Chile.
We have amassed a wealth of experience in terms of reviewing and analyzing liability risk coverage for general liability, property, aircraft and cargo insurance, including the review and underwriting of the relevant policies, and discussions with officers of the Securities and Insurance Superintendency.
All services related to intellectual and industrial property (copyrights, registered trademarks, invention patents, utility models, industrial designs and drawings, appellations of origin, protection of plant varieties, maskwork) and services relating to domain names, protection of industrial secrets, advertising ethics, information technologies, etc., are provided by our IP affiliate Sargent & Krahn ("S&K"). S&K has consolidated its professional activity over the years, becoming the leading IP boutique in Chile. Internationally, it has also been recognized as a leading firm in the IP field by prestigious publications such as Managing Intellectual Property and Chambers and Partners. Also, through its worldwide network of correspondents, S&K is in charge of protecting its clients' intellectual and industrial property outside Chile.
Another organization affiliated with our firm is Weekmark Ediciones y Servicios Ltda., established in 1990 to provide computerized information and IT services in industrial property issues through the WeekmarkNet system, including a database -updated daily- of trademark, patent, utility model and industrial design applications and registrations effective in Chile.
Labor and Social Security
We provide day-to-day legal counsel and assistance on the laws and regulations that have a bearing on labor and social security activities in Chile.
Our services include drawing up and preparing all kinds of employment contracts, suited to all forms of contracting arrangements allowed under present legislation, structuring of compensation and benefits packages, stock option programs, preventive labor audits, support in corporate restructuring processes having labor impacts, and in service outsourcing processes. It also includes drawing up employment contracts with expatriate staff and preparing and monitoring applications for work permits and visas, providing support in all areas of interest for expatriate executives who reside in Chile.
We also advise companies that are conducting collective bargaining processes, both with unions as well as with groups of workers, strike assistance and preparation of collective employment contracts and agreements.
We regularly organize lectures and seminars for clients, attended by their Human Resources departments and divisions, to discuss relevant topics.
Litigation and Arbitration
We assist and represent our clients in all kinds of legal proceedings, including civil, commercial, criminal and labor litigation, with the sole exception of procedures before family courts. The firm assists and defends clients in various types of administrative procedures such as antitrust, municipal, tax, environmental and consumer rights litigation.
Our attorneys in this area have extensive experience in litigation and out-of-court settlements. Our litigation practice ranges from international arbitration to commercial litigation before the Chilean courts, from insurance cases entailing liability for breach of contract to claims brought before the Antitrust Court and claims under the Consumer Protection Act.
Mergers and Acquisitions
This is one of our most intense and creative practice areas, requiring the combined efforts of our corporate, tax, finance, antitrust and labor attorneys. Our work in this area includes structuring and restructuring legal investment vehicles, preparing acquisition strategies and offers to purchase companies and/or assets, contingency analysis, preparation of preliminary purchase agreements, negotiation and drafting of purchase and shareholders' agreements, securing prior approval from the pertinent regulators, structuring of financing and security packages and the drafting of related documents.
We have assisted major foreign companies in the acquisition of large companies registered in Chile, including assistance in simultaneous tender offers staged in Chile and the United States of America.
Mining and Natural Resources
Cariola is one of Chile's leading law firms in the fields of mining and natural resources, assisting a vast array of foreign and local clients, providing comprehensive advice in all related matters, particularly the exploration, development, financing and operation of mining projects, worksite closures and associated aspects.
We have played an active role in headline-making acquisitions and sales of mining companies and assets (copper, gold, silver, nitrates, iron ore, coal, etc.), as well as in the development and operation of numerous mining and energy projects, from initial exportation all the way to construction, startup and expansions, including strategic advice in preparing legal investment vehicle strategies, organization of companies, project finance, preparation and negotiation of all kinds of contracts and joint ventures, due diligences, strategic alliances, venture capital, production finance, take-off, supplies, surface property issues, processing of mining title and mining litigation, securing and processing of permits and authorizations with the regulators, arbitration, insurance litigation, international purchase and sale of minerals and supplies, and other areas related to these activities, such as the development, processing and acquisition/purchase of water rights, community relations, port activities, regulatory and environmental issues.
Our services in these practice areas include both junior and large companies, also comprising ongoing corporate assistance as required by our clients for their ordinary business activities.
Real Estate and Urban Development
Our firm has vast experience in all areas of real estate law. Over time, our team has focused on its real estate practice in the development of industrial, commercial and residential projects, covering all stages from planning to the execution of these projects. Our team provides advice to local and foreign companies which want to develop investment projects in our country.
In the industrial field, our experience covers all stages of the project, among others, due diligence of real estate, drafting and negotiation of contracts , purchases or leases, permits and urban aspects necessary for the execution of such projects. In the commercial property matters, we have vast experience in projects of shopping centers and other commercial facilities, office buildings, including real estate co-ownership and building management system. In the residential area, we have advised real estate agencies in the development of housing projects.
We provide ongoing assistance to our clients in their legal relationships with the administrative authorities in various sectors of our national economy.
Our services include defending administrative claims brought by the Sanitation Authorities, Superintendencies, Undersecretariats and other public regulators.
It also includes demands for public information through the mechanisms created under the Law on Access to Public Information, requests for resolutions to the General Comptroller's Office on various issues, representing clients in challenges to government procurement bids, administrative remedies, illegality claims due to municipal acts or omissions, purchase of fiscal assets, obtaining concessions and administrative permits, and related matters.
Cariola's Tax Group offers high added-value tax advice in all matters related to corporate, owner and executive taxation. The attorneys in this area are dedicated exclusively to fiscal issues and have solid legal and technical backgrounds, allowing them to offer creative solutions for the myriad tax situations companies must face, regardless of their particular characteristics. Publications such as Martindale-Hubbell; Chambers & Partners, International Tax Review, PLC Which Lawyer? and LatinLawyer feature and recommend our firm's taxation experts.
Tax assistance to our clients covers a broad range of services in relation to recurring questions facing national and international groups, as well as the analysis and incidence of emerging tax issues on corporate restructuring operations and mergers and acquisitions; financial operations and products; capital market operations; structuring and operation of equity funds; project finance; compensation plans for corporate executives and directors; designing and organizing tax-efficient structures for estate and family business planning.
We are also vastly experienced in assisting and defending our clients in tax and transfer pricing audits and other adversary proceedings, combining wide-ranging expertise in tax, procedural and administrative law to offer an optimal defense for taxpayers' interests in all kinds of procedures, remedies or litigation with the tax administration.
Tecnology and Telecommunications
Cariola assists foreign telecoms companies in their investments at local companies and joint venture structuring. It has also participated in major asset and company purchases, including a private television project.
In developing this practice area, we are in permanent contact with the regulators, the Telecommunications Undersecretariat and the National Television Council.
Transportation and Infrastructure
Cariola has provided advice in large projects such as the construction of highways, ports and dams.
Our assistance covers all necessary steps, including project finance and environmental issues, corporate law, agencies and distribution, contracts, advertising and marketing, franchises, antitrust and trade regulations, unfair competition, bankruptcies and project-specific regulatory aspects.
Please visit our website for more information: www.cariola.cl.