Nicholson y Cano is one of the fastest growing law firms in Argentina. We provide all the wide variety of legal services required by our local and international clients including complex transactions that demand highly specialized skills and a strong litigation department.
As a full service business law firm we regard our clients and our longstanding relationship with them as the best credentials of our success. We coordinate creativity with exhaustive analysis and a professional open minded approach in order to achieve the objectives searched by our clients with accuracy, promptness and a high quality advice.
AREAS OF PRACTICE
Banking & Securities Law
The group deals with daily regulatory matters in the sector, including Central Bank, Buenos Aires Stock Exchange, National Securities Commission and Supervisory Agency of Retirement Pension Funds regulations.
The Banking & Securities team is involved in the transactions of financial institutional clients and in complex transactional work such as:
· Secured and unsecured credit facilities
· Sovereign and sub-sovereign credit
· Trade finance
· Leasing transactions, vendor and leveraged-lease financings
· Structured finance
· Project finance
· Buyouts, acquisition finance
· Workouts and debt restructurings
· Real estate financing
· Securitization and Investment Funds
· Syndicated loans
· Debt Notes Issuance and Placement
· Stock Issuance and Placement (IPOs)
Nicholson y Cano has a highly specialized Administrative Law department that provides legal advice to clients in government regulated matters in areas concerned with specific state regulations within a wide range of economic activities at federal, provincial and municipal levels.
Since the establishment of the Firm, we have advised and represented companies in regulated industries, such as utilities and infrastructure concessionaries, retirement and pension funds, insurance companies, financial entities, oil companies and telcos.
Our expert advisors cover, among others, the following areas of practice:
· Bidding Processes and Public Contracts
· Economic regulation of utilities and general interest activities
· Administrative Proceedings before public bodies and regulatory commissions
· Administrative Procedures (law suits against the government, injunctions, etc.) before the federal and provincial courts, including the Federal Supreme Court.
Oil, Gas & Mining Law
· Oil & gas leases, farmouts, agreements, and division orders.
· All phases of exploration & production (E & P) operations, including:
Drilling, completion & production activities.
Subsequent field & work-over operations.
Sales & marketing of oil & gas production.
Operator & non-operator consulting.
Preparation & negotiation of various agreements: joint venture, exploration, confidentiality & non-disclosure, drilling contracts & related services, joint operating & related exhibits.
Structuring, designing & marketing of oil & gas drilling & development programs including:
Preparation of offering memorandum & related exhibits.
Compliance with federal & state securities regulatory authorities.
Compliance with environmental and regulatory authorities relative to hydrocarbon
Negotiation, document preparation & due diligence analysis for trades, acquisitions & divestitures of oil & gas properties.
Consultation & legal services to operators & service companies.
· Option and joint venture agreements.
· Royalty agreements.
· Public company regulatory issues.
· Securities offerings and private placements.
· Mining and environmental issues.
The Corporate profile and the important organizations that are clients of the Firm, were the basis for the creation of a Corporate Criminal Law Department focused and specialized in the corporate service. The Department seeks to achieve a corporate criminal counseling that brings assistance both for the internal control mechanisms of the institutions (aiming to prevent different kinds of fraud and/or illicit that the commercial organizations may suffer) and for the legal defenses in case of charges from the pertaining judicial courts. Likewise, the focus of the Criminal Law enables a better placement of the entity in the recollection and reconstruction of the incriminating proofs, as well as in its presentation and representation at the corresponding Criminal Courts.
We have counseled, defended and initiated criminal proceedings for our clients in aspects related to:
· Tax Criminal System. Tax crimes
· Banking Fraud
· Trademark and designation statutes
· Frauds related to insurance
· Exchange Controls Criminal Regulations
· Money Laundering Law
· Criminal Regulations of Pension Funds System
· Other crimes of economic nature typified by the Criminal Code
Corporate & Business Law
Nicholson's y Cano's general corporate and commercial legal services remain as the core-business practice of the Firm, representing international and local companies in a wide spectrum of transactions, as well as in the day- to-day legal matters of the clients.
The Business Law practices include the following areas:
· Mergers & Acquisitions
· Corporate Turnaround and Restructuring
· Commercial law and contracts
· Transfer of Technology Agreements.
· Trademark Licenses. Franchising
· Foreign and Local Investments
· Antitrust Law
The Labour Department of the Firm consists of specialists in employment law, employment benefits (including employee share schemes) and pensions, and aims to give our clients a comprehensive service in all areas of law and practice which relate to employees and their remuneration and benefits. The counseling takes in all matters requiring the Firm's legal opinion throughout the contract, development and termination of the labour relationship.
Nicholson y Cano also participates in collective labour law as advisor to various Corporate
Chambers throughout the negotiation and conclusion of collective bargaining agreements and negotiation of salaries with the intervention of all the parties involved (including governmental authorities, employer and employee unions) following the procedures established in Argentine labour regulations.
The Firm has considerable experience with labour litigation. It has represented different clients professionally in more than 3.500 individual labour conflicts.
Nicholson y Cano's experience in litigation is vast, significant and covers every single area of law, including "white collar" criminal corporate law. The Litigation Department embraces a wide range of practice areas where the common goal is to solve the client's current and potential litigation, dispute resolution and arbitration cases.
While litigation itself remains an important part of the department's work, it is just one of the strategies employed to achieve our client's' goals. The identification and avoidance of problems before they arise as well as the use of alternative methods of resolving disputes once they have arisen are equally important tasks within the department's work.
The Firm has a long and proven tradition in large scale litigation with a recognized reputation in handling large portfolio actions, and also status and follow up reports, having the back up support of a custom made software for the full settlement of all the necessary portfolio follow up reporting functions.
We represent clients in courts in a wide range of cases such as:
· Civil and commercial litigation, administrative proceedings and alternative dispute resolution
· Product liability cases
· Securities litigation
· Antitrust and consumer claims
· Insurance claims
· Enforcement of foreign judgments and awards in Argentina
· Advising on bankruptcy and creditors' rights, including recovery of debts
· White-collar crime cases
Additionally, the department's extensive net work of contacts among overseas law firms enables it to supervise and conduct foreign litigation and to take evidence from foreign courts.
Nicholson y Cano is one of the few law firms that has a highly qualified department that deals with environmental law. The lawyers in charge of this sector, with exclusive dedication on this area, have a vast experience advising important companies in the country and have well-known background on the academic area. The complex regulations in force require a specialized advice regarding Environmental Law and Health and Safety issues in the workplace.
At Nicholson y Cano, we offer legal advice in different fields, namely:
· Preventive legal counsel, and response to contingencies.
· Advice before potential claims (actions to remedy a spilling, to determine surveys and measures to be taken, etc.)
· Determination of compliance with environmental laws, legal audits in industrial plants, definition of the normative frame, obtention of permits and authorizations.
· Answer to the acts issued by Application Authorities in virtue of inspections; draft of administrative documents; following up of administrative procedures with Application
Authorities; draft and following up of administrative appeals.
· Carry out of all the aspects related to environmental litigation.
· Legal aspects of Reports, Environmental Impact Assessments and Legal Environmental Audits.
· Environmental Diagnostic. Environmental Legal Advice in procedures of "Due Diligence" in general, especially in transactions of purchase and sale of shares, transfer of rights in general, contracts of purchase and sale, negotiation of environmental clauses of contracts of purchase and sale and of transfer of rights.
· Legal Advice for the certification of Voluntary Norms (For example: ISO 14.000, OSHAS, etc.)
· Normative updating. Development of periodically updated register of environmental regulations, witch includes, the applicable regulations; the Application Authority, a brief summarize of each regulation as regards their application to the company, the condition of fulfillment of such regulations by the company and the person responsible for the fulfillment of them at the plant.
· Training "in company" about the legal environmental aspects and about aspects of Health and Safety in the workplace.
Nicholson y Cano advises and represents both institutional and entrepreneurial clients in connection with real estate transactions: acquisition, sale, exchange, financing, development, commercialization and management of real estate property; and in connection with construction projects, land use and zoning.
Nicholson y Cano has also developed experience in the real estate needs of financial companies and industrial and consumer products companies; and negotiates construction loans, cash flow and developments loans, sale-lease backs, equity participations, trust and real estate funds, securitization, joint ventures, management and service agreements.
The lawyers of our Real Estate Team are trained to provide legal advice on:
· Residential and housing developments
· Condominiums and country clubs
· Offices, retail and commercial projects
· Hotels and resorts
· Shopping centers and malls
· Land use and zoning
· Constructions, installations, supplies and building assemblies
· Rural investments and projects (i.e. for agribusinesses purposes)
For new properties, our lawyers assist in land acquisition and all phases of development and commercialization (sales, leasing, rental contracts, etc.). For existing properties, our work includes drafting the purchase documentation and assisting with finance agreements and/or rebuilding contracts. In both cases, including the previous due diligence over the property.
Once the facility is operational or the development is finished, our lawyers work with the owners in negotiating management agreements, service contracts, commercialization contracts and other legal documents necessary for smooth day-today operation and/or commercialization of the property.
Foreign Trade and Tax
Nicholson y Cano has a specialized division in Foreign Trade and Tax. It is an interdisciplinary work team conformed by well known and highly qualified members which integrally provide advice to individuals and companies.
Nicholson y Cano is specialized in matters such as:
· Advice regarding national and international transactions.
· Impact evaluation of the carrying on of activities in Argentina.
· Preparation of tax and customs defenses.
· Advice and intervention in subjects of litigation in the administrative and legal area.
· Client's legal representation and advice before competent administrative or legal agencies regarding tax and customs matters.
· Litigious-administrative tax.
· Filings with the National Fiscal Court in connection with tax and customs claims and application of penalties.
· Proceedings before national and provincial tax authorities.
· National and international tax planning and application of Double Taxation Conventions.
· Planning of Transfer Pricing Studies.
· Revision of Transfer Pricing Studies and advice regarding supporting documentation.
· Tax impact analysis in international financing transactions.
Nicholson y Cano has proven Excellency in foreign trade and tax counseling services, knowledge regarding international norms and agreements and it has proven to have great interest in the permanent actualization and the study of new alternatives of national and international tax planning. Specifically, Nicholson y Cano provides advice in foreign investment, financing products, transfer of technology agreements, debt and loan renegotiations, corporate purchases, mergers, break-ups and reorganizations and other matters related to structuring in Argentina.