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Corporate and Contracts

Our central practice area, through which we offer a broad spectrum of corporate legal services, with solid bases and experience in the formalization of all types of contracts, structure planning and negotiations of all complexity levels.

Drafting and Negotiating all Types of Contracts and Agreements.

    Related Transactions:

  • General legal advice to a group of U.S.-based companies in connection with certain agreements related to the companies’ start-up operations in Mexico.
  • Reviewing and advising on all legal aspects derived from multiple growers’ agreement regarding livestock for a transnational company with operations in Mexico, including their restructuring and formalization through new co-investment and other agreement, in order to satisfy our client’s needs.
  • General advice to Grupo Prodensa in connection with its negotiation and formalization of a number of manufacturing and services’ agreements, among others, entered into with a number of companies listed within the Fortune 500’s.
  • Drafting, negotiating and formalizing a long-term strategic warehousing agreement for perishable goods, for Tyson de Mexico.
  • Reviewing, drafting and negotiating multiple agreements of diverse nature: distribution, supply, representation, agency, finder’s fee, consulting, lease, option, usufruct, pledge, title retention, bailment and confidentiality agreements, among many others, for both Mexican and foreign clients; reviewing, drafting and negotiating amendment agreements of different types.
  • Structuring and negotiating lease agreements for industrial facilities of diverse characteristics and terms, for a number of foreign companies starting operations in Mexico.
  • Structuring and formalizing an equity derivative transaction under Mexican laws, involving shares of companies listed in the Mexican Stock Exchange and debt instruments issued outside Mexico by a Mexican industrial group.
  • Structuring, negotiating and drafting manufacturing, service and “maquila” agreements between Prodensa Servicios S.A. de C.V. and General Electric Company – Medical Systems Division.
  • General advise to a number of Mexican and foreign subsidiaries of Cemex S.A.B. de C.V. in the structuring, negotiation and drafting of a number of contracts and financial transactions with Bear, Stearns & Co., with the participation of Global Financial Services L.L.C.
  • Structuring, negotiating and drafting manufacturing, service and “maquila” agreements between Prodensa Servicios S.A. de C.V. and AMP Incorporated.
  • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

Analysis, Advice and Application of Registrations, Approvals, Permits and Licenses.

    Related Transactions:

  • General legal advice to an important Asian-based company in connection with its business start-up in Mexico, including a number of regulatory aspects.
  • General legal advice to a group of U.S.-based companies in connection with certain agreements related to the companies’ start-up operations in Mexico.
  • General legal advice to a number of Mexican subsidiaries of foreign companies in connection with their compliance with a number of environmental and regulatory matters, and the evaluation or analysis of their respective import/export operations.
  • General import/export advice, application filing, follow-up and day-to-day legal compliance to a number of Mexican companies under this respective import/export and incentives programs.
  • General advice to Mexican subsidiaries of Cemex S.A.B. de C.V. in the interpretation and compliance with certain covenants and other financial obligations contained in its international financing agreements.
  • Legal advice to Jones Plastic & Engineering de Monterrey in connection with its legal compliance with environmental and regulatory matters in Mexico, and its evaluation of its current import/export operations.
  • General advice to Trafocomp OY on several matters related to its new operations in Mexico, including import/export programs, operating permits and immigration issues.
  • General advice to former existing Tolmex S.A. de C.V. in the structuring and tasks involved in a consent solicitation process from the holders of its debt issued in the United States securities’ market.
  • Participating in a transaction implying the design, financing, construction, operation and management of an electric power production facility in Mexico by Cemex S.A.B. de C.V., including the drafting of several of the mayor agreements involved in the transaction, among them an investment, operating and management trust to which several international financial institutions were parties.
  • Updating and restructuring of a number of Mexican companies related with the restaurant business, including legal advice regarding estate planning.
  • General corporate and administrative legal advice to a consortium conformed by Bufete Industrial S.A. de C.V. and Arema S.A. (a Spanish company), in its participation in bid processes organized by several Mexican State Governments for the design, financing, construction and operation of water treatment facilities in Mexico.
  • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

Legal and Corporate Audits.

    Related Transactions:

  • Structuring and formalizing all corporate actions required for a management takeover process in Mexico, including the conduction and formalization of shareholders’ meetings appointing new Boards of Director, and the revocation and granting of powers of attorney, among other related actions.
  • Reviewing and drafting shareholders’ and board resolutions and minutes for both Mexican and foreign companies and in accordance with applicable law, including the formalization and granting of powers issued in one country for use in another one.
  • Reviewing the corporate legal status of several groups of companies, identifying the actions required for their due formalization and updating its respective corporate records in accordance with applicable law.
  • Updating and restructuring of a number of Mexican companies related with the restaurant business, including legal advice regarding estate planning.
  • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

Advice and Structuring on Foreign Investment Matters.

Related Transactions:

  • General legal advice to an important Asian-based company in connection with its business start-up in Mexico, including foreign investment matters.
  • Designing, creating and implementing corporate structures for foreign companies and individuals with operations in Mexico, or planning to start operations in Mexico.
  • General advice to Trafocomp OY on several matters related to its new operations in Mexico, including import/export programs, operating permits and immigration issues.
  • General advice to Cates Control Systems, Inc. in connection with its incorporation and legal management of its new Mexican legal entities.
  • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Company Incorporation Services.

      Related Transactions:

    • Incorporating companies and partnerships in Mexico and throughout the world.
    • General legal advice to an important Asian-based company in connection with its business start-up in Mexico, including corporate matters, company incorporation and governance issues.
    • General legal advice to a number of U.S.-based companies in connection with their agreements related to the companies’ start-up operations in Mexico.
    • Designing, creating and implementing corporate structures for foreign companies and individuals with operations in Mexico, or planning to start operations in Mexico.
    • General legal advice to Trafocomp OY in the incorporation of its Mexican subsidiaries and the start-up of an assembly facility to be located within the Monterrey metropolitan area.
    • General advice to Cates Control Systems, Inc. in connection with its incorporation and legal management of its new Mexican legal entities.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Formalization and Registration of Branches of Foreign Companies.

      Related Transactions:

    • Formalizing and registering a number of Mexican branches of foreign companies, including all permits and applications involved, and their approval from the Mexican foreign investment authorities.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Joint Venture and Shareholders’ Agreements.

      Related Transactions:

    • General legal advice to a number of U.S.-based companies in connection with their agreements related to the companies’ start-up operations in Mexico.
    • Structuring and negotiating a number of control agreements to be put in place between the shareholders of an important public company operating in the telecommunications area in Mexico through a joint venture with other Mexican companies.
    • Analyzing and advising Tyson de Mexico in respect of its proposed restructuring of a number of civil and commercial transactions in which it became involved with a number of Mexican companies.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Construction Agreements.

      Related Transactions:

    • Drafting and negotiating the contracts involved in the construction of a manufacturing facility to be located in Northeast Mexico through a subsidiary of an important global company based in Asia.
    • Structuring, drafting and formalizing a number of construction agreements used by a Mexican real estate developer for its real estate operations in Mexico.
    • Planning, structuring and drafting construction, repair and maintenance contracts for Tyson de México.
    • Structuring, negotiating and drafting the financial agreements involved in the build-to-suit-to-lease of several manufacturing facilities by Prodensa Servicios S.A. de C.V., for their use by U.S. manufacturing companies.
    • Participating in a transaction implying the design, financing, construction, operation and management of an electric power production facility in Mexico by Cemex S.A.B. de C.V., including the drafting of several of the mayor agreements involved in the transaction, among them an investment, operating and management trust to which several international financial institutions were parties.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Restructuring, Mergers, Transformation and Spin-off of Companies, and the Granting of Powers of Attorneys and Other Notarial Procedures.

      Related Transactions:

    • Reviewing and drafting minutes of shareholders’ and board of directors’ meetings for Mexican corporate entities, as well as special resolutions adopted thereby and general and special powers of attorney in accordance with applicable law.
    • Reviewing, drafting and formalizing general and special powers for both Mexican and foreign companies, in accordance with applicable law.
    • General advice to Cemex S.A.B. de C.V. in connection with certain mergers between its Mexican and foreign subsidiaries, in coordination with foreign counsel.
    • Structuring and formalizing all corporate actions required for a management takeover process in Mexico, including the conduction and formalization of shareholders’ meetings appointing new Boards of Director, and the revocation and granting of powers of attorney, among other related actions.
    • Reviewing the corporate legal status of several groups of companies, identifying the actions required for their due formalization and updating its respective corporate records in accordance with applicable law.
    • Updating and restructuring of a number of Mexican companies related with the restaurant business, including legal advice regarding estate planning.
    • General legal advice to an important telecommunications’ company based on the United Status of America in connection with its spin-off and later merger of a number of Mexican companies in which it participates together with a number of Mexican investors.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Maintenance of Corporate Books and Records.

      Related Transactions:

    • Reviewing and drafting minutes of shareholders’ and board of directors’ meetings for Mexican corporate entities, as well as special resolutions adopted thereby and general and special powers of attorney in accordance with applicable law.
    • Structuring and formalizing all corporate actions required for a management takeover process in Mexico, including the conduction and formalization of shareholders’ meetings appointing new Boards of Director, and the revocation and granting of powers of attorney, among other related actions.
    • Drafting and formalizing minutes of partners’ and directors’ meetings for Mexican civil law entities and partnerships.
    • Formalization of purchase and sale agreements regarding shares are membership interest of Mexican companies, and formalizing liens regarding shares and membership interests, including the formalization of all relevant registrations in the issuer’s corporate records in order for such transactions to be binding under Mexican law.
    • General advice to Cates Control Systems, Inc. in connection with its incorporation and legal management of its new Mexican legal entities.
    • General advice to Cemex S.A. de C.V. in connection with certain mergers between its Mexican and foreign subsidiaries.
    • Reviewing, drafting and formalizing general and special powers of attorney to be granted in Mexico or outside Mexico but for their use in Mexico, in accordance with applicable laws.
    • Reviewing the corporate legal status of several groups of companies, identifying the actions required for their due formalization and updating its respective corporate records in accordance with applicable law.
    • Updating and restructuring of a number of Mexican companies related with the restaurant business, including legal advice regarding estate planning, and the preparation of its overall corporate records, since its date of incorporation.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

    Structuring and Incorporation of Trusts for the Acquisition of Real Estate by Foreigners, for Estate Matters, for Real Estate Developments, and for Security Purposes.

      Related Transactions:

    • General advice in the incorporation of trusts by foreigners, for their acquisition of real estate within the Mexican restricted zone.
    • General advice in the incorporation of a number of trusts of diverse nature, including financial vehicle trusts, business vehicles, investment entities, and specific purpose vehicles for the development of a number or projects, including real estate development.
    • Representing a U.S. incorporated estate trust, particularly in respect of its execution regarding certain assets and real estates located in Mexico.
    • * For confidentiality purposes, we do not disclose the names of our clients in all representative transactions which are referenced above and within each of our practice areas.

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    «Certainly, the professionals at J.A. Treviño Abogados provide sound legal advice.» —Dennis Horowitz,
    President,
    D.H. Partners, L.L.C.

    LEGAL & PRIVACY NOTE