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Practice/Industry Group Overview
Mexico
The office of Gardere, Arena y Asociados, S.C. (GAA) in Mexico City is a civil partnership formed by Mexican and U.S. attorneys for the express purpose of providing a comprehensive range of legal services to both Mexican and foreign clients.
The Firm is anchored by three Mexican partners, two bilingual U.S. partners, and 15 Mexican associates. In addition, we draw upon the resources of 300-lawyer Gardere Wynne Sewell LLP, a prominent regional law firm with offices in the strategic U.S. cities of Austin, Dallas, and Houston.
The success of our Firm is based upon the strengths of our international civil and corporate practice. GAA has developed a special focus on:
- Assisting Mexican and foreign clients in acquisitions, joint ventures, and other investments
- The development of infrastructure projects with the Mexican government and private sector entities involving the privatization or operations of public assets, e.g., toll roads, potable water and water treatment facilities, airports, seaports, drilling contracts and electrical energy projects
- Representing clients generally in the energy, manufacturing, technology, telecommunications, financial and environmental sectors
Latin America
With more than 20 transactional lawyers fluent in Spanish or Portuguese, Gardere can assist clients with cross-border projects throughout the Americas. Through our Mexico City office and the member firms of our Latin American Network, Gardere can undertake projects throughout Mexico, Central and South America and the Caribbean. From advice on international contracting matters, the application of international treaties and the establishment of foreign operations to sophisticated international tax planning and large-scale project development and mergers, acquisitions and divestitures, Gardere has the experience, expertise, resources and regulatory access necessary to add value to any client doing business throughout the Americas.
Practice Areas:
Admiralty and Insurance Defense
The Firm has a comprehensive admiralty practice handling collisions, allisions and cargo damage, maritime products liability, and related environmental matters. Attorneys also handle broad based insurance defense matters involving product liability and personal injury or death, as well as insurance coverage and reinsurance.
Antitrust
GAA has assisted both Mexican and foreign corporate entities in various matters concerning the Mexican Federal Law of Economic Competition and the Mexican antitrust authorities (Comisión Federal de Competencia).
Concession and Privatizations
Attorneys have been involved in the privatization of government-owned telecommunications systems, public utilities, thermo-electric plants, railroad assets and other infrastructure development projects.
Ecological and Environmental Law
GAA places particular interest in tracking and understanding regulations in environmental issues, as these increasingly affect various entrepreneurial activities. Services include:
- Providing representation before the Ministry of Environment, Natural Resources, and Fisheries
- Providing assistance in audits by Mexican environmental authorities
- Advising on Mexican environmental regulations
- Obtaining permits for the opening and operating of environmentally sensitive projects
Energy
GAA represents clients in the energy industry, primarily those engaged in oil and gas exploration, development, and operation. Attorneys have extensive experience in financing energy related assets and frequently are involved in loans, workouts and other contractual matters with PEMEX and the CFE. Attorneys also assist clients in resolving regulatory compliance issues with the Energy Regulatory Commission (ComisiónReguladora de Energia).
General Civil and Corporate Law
The general civil and corporate practice encompasses:
- Incorporation of civil and mercantile corporations, mergers, acquisitions of assets and stock, divestitures, dissolution and liquidation of companies
- Joint ventures
- Non-profit associations and welfare organizations
- Holding of shareholder and board meetings
- Civil and mercantile contracts
- Enforcement of foreign judgments
- Economic competition
- Regulatory filings
Industrial and Intellectual Property
GAA offers services in industrial and intellectual property, most significantly for international clients or for those Mexican companies that establish commercial relationships with foreign entities in the U.S. and abroad. Attorneys are experienced in negotiations, litigation and the administrative procedures of both the establishment and the protection of such rights. Services include:
- Technology transfer
- Prosecution and registration of patents, trademarks, industrial designs, utility models, and commercial advertisements
- Copyrights
- Franchises
- Litigation to stop infringement
International Corporate Law and Foreign Investment
Domestic and foreign clients are assisted in all types of international transactions, including mergers, acquisitions and the formation of joint ventures. Attorneys are especially experienced in the incorporation and corporate governance of Mexican companies with foreign capital, and with international financing, securities offerings and bankruptcies.
The Mexican government’s effort to open the country to foreign investment has brought about important reforms in legislation, regulations, and the criteria used by the National Commission of Foreign Investment (NCFI). The attorneys at GAA are knowledgeable concerning all administrative procedures undertaken by the NCFI.
In addition to GAA’s experience with the NCFI, attorneys have expertise in interpreting and complying with administrative procedures and regulations of other governmental authorities, both at the local and federal level, and frequently advise or represent clients in this regard. Our broad scope of experience in these areas is further enhanced by personal access to many levels of the Mexican public administration, allowing for efficient and effective representation before government agencies.
The Firm’s experience in corporate law includes specialized experience in franchising, factoring, insurance, government procurement and public bidding, financial institutions, publishing, marketing companies, and agricultural industries.
Labor and Immigration
The Firm handles a wide spectrum of immigration issues for clients with U.S. operations, including complex cases that involve all categories of temporary employment visas, applications for Lawful Permanent Residence, and Alien Labor Certifications. The practice also includes advice on and defense of employer sanctions cases under the Immigration Reform and Control Act of 1986. In Mexico, clients are assisted in the preparation of employment and collective bargaining agreements.
Attorneys also assist clients in obtaining business visas for clients and their families relocating to Mexico.
NAFTA Advice
With experienced international lawyers in the Mexico office and Gardere offices in the U.S., the Firm is uniquely positioned to offer advice and assistance to companies doing business under NAFTA. The Firm has developed specialized knowledge in transfer pricing and customs issues, in addition to the traditional tax analysis and tax litigation capabilities.
Our foreign clients benefit from our experience and extensive relationships in Mexico and throughout Latin America, Europe and Asia. U.S. and other foreign companies are advised regarding export and import controls and licenses, foreign investment laws, and are assisted with product distribution and technology licensing agreements.
Mexican and U.S. companies with operations across the border receive advice on immigration, labor, and employment issues. We also assist companies in negotiating agent and distributor agreements, as well as prosecuting and resolving U.S. patent, trademark and copyright issues.
Through the experience and specialized knowledge of its personnel on both sides of the border, Gardere, Arena y Asociados, S.C. offers efficient and reliable service focused on personal attention, quick response, proactive advice and effective results.
Real Estate
The Firm has significant experience in all types of real estate transactions, including acquisitions of land for hotels, marinas, and other tourist related developments. Attorneys have expertise regarding the new land-tenancy regime in the Mexican territory. The Firm offers advice on the acquisition of farming, cattle and forest land, and on the investment by foreign and Mexican capital in agricultural and lumbering industries. Services offered include:
- Title deeds and public registry searches and registrations
- Real estate contracts such as purchase and sale, lease, joint ownership, and easements
- Acquisitions of real estate by foreigners either directly or by means of a trust
- Lawsuits related to the property or the possession of real estate
- Tax implications in all real estate transactions
- Real estate transfer taxes
- Land use and zoning issues
- Joint ownership/condominium agreements
We have represented the following architectural, engineering, design and construction management firms in tax and corporate planning for projects in Mexico, including the preparation of various construction and services agreements:
- Griffels Associates, Inc. (Southfield, MI)
- HOK, Inc. (St. Louis, MO)
- Sverdrup Facilities, Inc. (St. Louis, MO)
- Wallace Engineering (Tulsa, OK)
- Precept Builders, Inc. (Dallas, TX)
- Austin Construction (Dallas, TX)
- Midway Development, Inc. (Houston, TX)
Securities, Banking and Financial Services
The Firm offers its services to foreign banks and their representative offices in Mexico, as well as to other auxiliary credit organizations, such as insurance companies, pension fund management companies (known in Mexico under the acronym "AFORES"), factoring companies, money exchange offices and bonded warehouses, among others. Such services relate to contracts of credit and other credit instruments, as well as to questions related to their legal structure. The Firm also deals with problems of debtors’ insolvency and advises financial institutions on various matters related both to financial law and questions regarding common, tax, and mercantile law, as applied to banking and financial operations, including secured credit.
Alejandro Ortiz, a Gardere attorney, is licensed both in Mexico and the State of New York and has a debt securities, corporate finance and banking practice focused on asset securitizations, structured finance transactions and derivative debt products. Additionally, he has experience with privately placed investments and finance transactions in the private debt markets. In 2000, Mr. Ortiz closed over 20 asset securitization transactions, which included the issuance of debt and equity with an overall value of US $7 Billion.
Service Providers
GAA has structured, formed, and negotiated contractual relationships for U.S. architectural firms, engineering firms, and design firms in overseas expansion.
Tax Law
GAA offers advice on all aspects related to tax planning and provides administrative and litigation counsel dealing with tax issues. Attorneys provide representation in all matters ranging from tax audits and filing for legal remedies to litigation. Representative tax services include:
- Tax planning
- Advice and representation concerning transfer pricing issues
- Legal opinions of tax issues
- Fiscal procedures and lawsuits
- Procurement of tax incentives
- Assistance in the administrative process
- Matters related to customs regulations
- Legal assistance with fiscal audits
- Negotiations and execution of agreements with the tax authorities
Representation before the Ministry of Finance and Public Credit includes:
- Confirmation of criteria
- Obtaining authorizations
- Obtaining tax reimbursements (including income and value-added tax)
International Law Firm Network
Gardere Wynne Sewell has developed a network of international law firms in over 50 countries throughout the world that facilitates the efficient use of local counsel to achieve our clients’ objectives.
In addition, GAA is a founding member of the Latin American Network, a network of law firms organized to provide clients with legal services throughout Latin America.
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