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Corporate / M&A

Corporate / M&A

Our Corporate / M&A team has a wide and recognized experience advising local and multinational companies with their operations in Colombia.

We offer effective and proactive solutions to our clients in the optimal structuring and managing of their businesses in an ever-changing and highly regulated environment.

We are specialist in corporate restructuring, decision making processes by the main corporate bodies of the companies, family businesses estate planning, wind-up processes and in general, advising companies and branches of foreign companies in their day-to-day activities.

Our teams has broad experience in M&A, advising our clients with all kinds of cross border and local transactions. Also, we have experience leading transactions that involve several jurisdictions, especially in Latin America. As a part of that advice, the Firm has experience carrying out due diligence processes and drafting, negotiating and closing non-disclosure agreements, memorandums of understanding, letters of intention, share and asset purchase agreements, shareholders’ agreements, among others.

Additionally, our team is the legal ally of start-ups, investors and entrepreneurs in their round of investments, and in the drafting and negotiating master investment agreements, convertible notes, etc.

Our legacy stretches back to more than 30 years advising buyers, sellers, investment banks financing companies, and private equity firms, on the full range of merger, acquisition and spin-off activities.

Whether you are looking for local legal advice, investing in Colombia, or expanding your operation, our global reach in more than 40 countries will allow you to find the legal talent wherever your business needs it.


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18/05/2021
Sand­bag­ging clauses in Share Pur­chase Agree­ments in Colom­bia
In Colom­bia, as in many oth­er Lat­in Amer­ic­an jur­is­dic­tions, it is cus­tom­ary to in­clude pro­vi­sions of Com­mon Law in share pur­chase agree­ments. Such is the case of the rep­res­ent­a­tions and war­ranties, and...
15/03/2021
New chal­lenges of the COV­ID-19: Ma­jor Test for Colom­bi­an Com­pan­ies' Ad­apt­ab­il­ity
Ac­cord­ing to the Code of Com­merce ("C of Co"), the Or­din­ary Share­hold­er­s' meet­ing must oc­cur be­fore March 31 of each year[1]Art.422 of Colom­bi­an Com­mer­cial Code.foot­note. However, due to the Cov­id-19...
20/01/2021
En­tre­pren­eur­ship Law: a new step for busi­ness growth and eco­nom­ic re­act­iv­a­tion...
For some time now, the Na­tion­al Gov­ern­ment has sought dif­fer­ent ways to sup­port new ven­tures and MSMEs in an ef­fort to make Colom­bia a re­gion­al ref­er­ence for busi­ness growth.  Law 2069 of 2020 (“En­tre­pren­eur­ship...
05/10/2020
Re­struc­tur­ing and in­solv­ency law in Colom­bia
1. What is the primary le­gis­la­tion gov­ern­ing in­solv­ency and re­struc­tur­ing pro­ceed­ings in your jur­is­dic­tion? The primary le­gis­la­tion gov­ern­ing busi­ness in­solv­ency pro­ceed­ings (re­struc­tur­ing and li­quid­a­tion)...
Comparable
31/08/2020
Sta­bil­isa­tion and re­struc­tur­ing law in Colom­bia
1. Which fin­an­cial (not tax or la­bour) short-term com­pens­a­tion schemes for im­me­di­ate losses due to so­cial dis­tan­cing meas­ures have been im­ple­men­ted? For which in­dus­tries/sizes of busi­ness? As a res­ult...
01/07/2020
Ac­quis­i­tion and sale/trans­fer of the Na­tion’s share­hold­ing in the Cov­id-19...
It is no secret to any­one that the private sec­tor has been one of the most af­fected ones due to the dif­fi­cult eco­nom­ic con­sequences of the Eco­nom­ic, So­cial and Eco­lo­gic­al Emer­gency de­clared by the Colom­bi­an...
01/07/2020
Leg­al guide for com­pany dir­ect­ors and CEOs in Colom­bia
BREAK­ING: Coronavir­us (COV­ID-19) con­sid­er­a­tions for dir­ect­ors 1. What meas­ures have been taken in or­der to sim­pli­fy dir­ect­ors’ du­ties dur­ing the COV­ID-19 crisis? The gov­ern­ment en­acted a series of...
09/06/2020
In­solv­ency law and rules in Colom­bia
1. What type of re­struc­tur­ing/re­or­gan­isa­tion mech­an­isms ex­ist in Colom­bia? There are sev­er­al re­struc­tur­ing/re­or­gan­isa­tion mech­an­isms.Firstly, private and vol­un­tary re­struc­tur­ing pro­ceed­ings are al­lowed...
17/03/2020
Golden shares: To what ex­tent could they be ab­us­ive?
The con­trac­tu­al free­dom provided by Law 1258, 2018 to the So­ciedad por Ac­ciones Sim­pli­ficada (S.A.S.) is so wide that from its in­cor­por­a­tion the share­hold­ers may cre­ate tail­or­made shares, in­clud­ing the...
24/01/2020
En­tre­pren­eur?
It is com­mon for en­tre­pren­eurs to fo­cus all their ef­forts in the de­vel­op­ment of their product or ser­vice. Due to this, vi­tal leg­al is­sues are of­ten left in second place, es­pe­cially dur­ing the ne­go­ti­ation...
05/11/2019
Pay­ment of di­vidends us­ing means dif­fer­ent than money
Art­icle 455 of the Colom­bi­an Code of Com­merce reg­u­lates the pay­ment of di­vidends us­ing means dif­fer­ent than money. The pur­pose of this art­icle is to present a brief ana­lys­is of the dif­fer­ent means, be­sides...
08/07/2019
The change of con­trol clauses in the con­text of the free ne­go­ti­ab­il­ity...
It is com­mon in con­tinu­ing con­tracts to agree on the ob­lig­a­tion for the con­tract­or to seek pri­or au­thor­iz­a­tion from the pub­lic en­tity if there is a change of share­hold­ing con­trol (change of con­trol clause)...