Nabarro & Pfeferman Advogados

Litigation and Arbitration

Strategic representation in corporate, contractual and commercial disputes.
Representation in judicial and arbitration proceedings, domestic and international.
Drafting of complex pleadings and post-hearing briefs.
Support in mediations, negotiations and alternative dispute resolution.
Litigation management focused on efficiency, risk mitigation and reputational impact.

Legal Department Outsourcing

Acting as an outsourced legal department, with ongoing and customized support.
Advisory on corporate, contractual, labor, tax, IP and regulatory matters.
Drafting, review and management of recurring business contracts.
Strategic support in business decisions with legal risk focus.
Negotiation support with suppliers, clients, partners and investors.
Interface with foreign law firms, accountants and company stakeholders.

Investment Funds and Asset Managers

Structuring and formation of investment funds (FIDC, FIP, FII, FIA, among others).
Legal support to asset managers in formation, registration and operations.
Drafting and negotiation of fund bylaws, distribution, management and administration agreements.
Regulatory advisory before CVM, ANBIMA and the Central Bank of Brazil.
Support in portfolio investment and divestment transactions.
Review of internal policies, compliance and internal policies.

Digital Law and Technology

Drafting and review of terms of use, privacy policies and clickwrap agreements.
LGPD compliance and ongoing support in privacy and data protection programs.
Legal advisory to digital platforms, marketplaces and apps.
Structuring of business models based on technology and innovation.
Advisory on internet-related civil and criminal liability.
Support in software, SaaS, BaaS and IaaS agreements.

Wealth Planning

Structuring of succession and wealth planning strategies.
Formation and management of family holdings, offshore entities, trusts and asset protection vehicles.
Drafting of wills, donations and family agreements.
Advisory on national and international planning structures.
Support to family offices on governance and compliance.
Tax planning and long-term asset protection.

Tax (Advisory and Litigation)

Tax planning for corporate and transactional structures.
Tax credit analysis and recovery.
Advisory on direct and indirect taxes and special regimes.
Representation in tax assessments and enforcement proceedings.
Strategic litigation in administrative and judicial tax matters.
Tax support in domestic, cross-border transactions and ILPs.

Labor (Advisory and Litigation)

Preventive and strategic advisory on labor matters.
Drafting of employment agreements, internal policies and compliance programs.
Representation in individual and collective labor claims.
Representation in union negotiations and mediations.
Advisory on sensitive topics such as harassment, diversity and ESG.
Legal support in audits, M&A and corporate restructurings.

Long-Term Incentives (ILP)

Structuring of stock option plans, phantom shares and hybrid ILP structures.
Drafting of ILP policies and grant agreements.
Tax and labor analysis of incentive plans.
Support in liquidity events and corporate transitions involving ILPs.
Ongoing legal advisory to HR teams, founders and boards on ILPs.

Real Estate

Legal due diligence and structuring of real estate transactions.
Drafting of purchase, sale, lease, built-to-suit, engineering and shopping center agreements.
Legal advisory in urban development and real estate development projects.
Property regularization and land tenure risk assessment.
Legal support in real estate securitization transactions.

Intellectual Property

Register and protection of trademarks and industrial designs.
Drafting of licensing, distribution and assignment agreements for IP assets.
Management of intellectual property and trademark portfolios in Brazil.
Advisory in disputes involving IP rights infringements.
Protection strategies for intangible assets in corporate transactions.
Support to companies in software protection and copyright matters.

Fintechs

Support in obtaining licenses from the Central Bank of Brazil and CVM.
Contractual arrangements with financial institutions, partners and clients.
Implementation of innovative business models in compliance with applicable laws.
Regulatory and business advisory on open finance, crypto assets and payment solutions.
Regulatory risk assessment and interaction with authorities.

Commercial Contracts

Drafting and negotiation of strategic commercial agreements.
Risk and warranties analysis in complex transactions.
Structuring of service, distribution and partnership agreements.
Drafting of terms and conditions for digital platforms.
Contractual support in international transactions.
Contract lifecycle management and dispute resolution support.

Corporate Law

Incorporation, reorganization and governance of limited liability companies (Ltda.) and corporations (S.As).
Drafting of articles of association/bylaws, shareholders’ agreements and internal policies.
Mediation and prevention of corporate disputes.
Corporate reorganizations, mergers, spin-offs, consolidations and transformations.
Filing of corporate acts with commercial registries and regulatory authorities.
Ongoing assistance in shareholders’ and board meetings.

M&A

Comprehensive legal advice on the purchase and sale of companies, assets, and equity interests.
Legal due diligence and draft of legal risk reports.
Tax and corporate structuring of M&A transactions.
Negotiation of purchase and sale agreements, shareholders’ agreements, and other essential transaction documents.
Support in pre- and post-closing corporate reorganizations.
Experience in cross-border transactions with coordination of international advisors.

Venture Capital

Advisory of investors and startups in all phases of fundraising rounds (Seed, Series A, B, C+).
Structuring of investment vehicles in Brazil and abroad.
Incorporation of key investment structures such as FLIP, Delaware Tostada and Cayman Sandwich.
Drafting and negotiation of SAFEs, convertible notes and investment agreements.
Regulatory compliance advisory for venture capital funds.
Strategic support to companies and investors in post-investment governance structuring.

ADDRESS

STAY IN TOUCH

Awards and
Recognitions

Focused on
entrepeneurs.
Focused in tech.

A New model
of legal advisory
for a new economy

Industry based,
not practice based.

OUR DNA IS TECH.
FOCUSED IN M&A

What we do

Litigation and Arbitration [+]

Legal Department Outsourcing [+]

Investment Funds and Asset Managers [+]

Digital Law and Technology [+]

Wealth Planning [+]

Tax (Advisory and Litigation) [+]

Labor (Advisory and Litigation) [+]

Long-Term Incentives (ILP) [+]

Real Estate [+]

Intellectual Property [+]

Fintechs [+]

Commercial Contracts [+]

Corporate Law [+]

M&A [+]

Venture Capital [+]

MEET OUR TEAM

Reference in
corporate
transactions(M&A)

Diego Nabarro

Partner

Thomas Becker Pfeferman

Partner

Matheus de Morais Barroso

Partner

Facts and Figures

10+

350+

100+

1bi+

Ranked+

Awards

search

Awards and Recognitions

Focused on entrepeneurs. Focused in tech.

A New model of legal advisory for a new economy

Industry based, not practice based.

OUR DNA IS TECH. FOCUSED IN M&A

What we do

Litigation and Arbitration [+]

Legal Department Outsourcing [+]

Investment Funds and Asset Managers [+]

Digital Law and Technology [+]

Wealth Planning [+]

Tax (Advisory and Litigation) [+]

Labor (Advisory and Litigation) [+]

Long-Term Incentives (ILP) [+]

Real Estate [+]

Intellectual Property [+]

Fintechs [+]

Commercial Contracts [+]

Corporate Law [+]

M&A [+]

Venture Capital [+]

MEET OUR TEAM

Reference in corporate transactions(M&A)

Diego Nabarro

Partner

Thomas Becker Pfeferman

Partner

Matheus de Morais Barroso

Partner

Facts and Figures

10+

350+

100+

1bi+

Ranked+

Awards

search

Awards and
Recognitions

Focused on
entrepeneurs.
Focused in tech.

A New model
of legal advisory
for a new economy

Industry based,
not practice based.

OUR DNA IS TECH.
FOCUSED IN M&A

Reference in
corporate
transactions(M&A)