Kuri Breña, Sánchez Ugarte y Aznar

Kuri Breña, Sánchez Ugarte y Aznar is a leading corporate law firm located in Mexico City that provides efficient, dynamic and personal services with a business perspective. Since its foundation in 1990, it has implemented some of the largest Mexican privatisations in the financial and industrial sectors; it has taken part in the design of important infrastructure projects and has conducted the negotiation and implementation of some of the most important financial restructurings in Mexico.

The firm has robust tax and antitrust capabilities led by a highly regarded tax specialist and the former president of the Antitrust Regulatory Commission. With high ethical standards and commitment, the firm participates in the negotiation and implementation of mergers and acquisitions, private equity transactions, financings and equity and debt offerings in the public markets. The firm constantly innovates in structured financing and real estate transactions, as well as in antitrust matters.

Main areas of practice
Mergers and acquisitions: The firm takes an active role in the structuring and implementation of mergers, equity acquisitions, and the purchase and sale of going concerns. The firm offers services such as the preparation and negotiation of contracts, obtaining corporate authorisations, compliance with regulatory requirements and, in general, all aspects necessary to implement and close such transactions. The firm frequently advises clients in matters related to venture capital investments, private equity investments and in the implementation of other investment mechanisms, as well as in the sale of equity participations of such clients in Mexican companies.

Banking, structured finance and restructuring: The firm engages in the drafting, negotiation and closing of credit agreements, debt restructuring agreements, financing plans, as well as other types of contracts related to project and bank financing. The firm has been involved in important securitisation and restructuring transactions concerning multinational companies as well a large number of states and municipalities.

KSA advises domestic and international financial institutions in all their commercial activities, as well as in corporate governance matters. The firm also works with foreign banks and other financial institutions in matters related to their operations in Mexico, including the establishment of representative offices and subsidiaries.

 Securities: The firm advises Mexican companies and sovereign entities in the issuance of debt and equity securities, in Mexico, and in the international markets, in public or private placements. The firm has also advised groups of shareholders of Mexican companies in secondary offerings. In this area, the firm participates in securing the required approvals from the National Securities and Banking Commission and the listing of the securities. The firm performs due diligence, and participates in the drafting of offering memoranda, prospectus and other offering materials, negotiation of underwriting agreements, indenture trusts indentures and other related documents. The firm also advises issuers in connection with their reporting obligations and ruling requests.

 Real estate: The firm is involved in a variety of transactions related to the acquisition, sale, lease and development of real estate, including the financing and securitisation of cash flows originating from real estate properties.
The firm’s experience includes the design and implementation of legal structures for the purchase, sale or lease of real property for resorts, as well as for commercial or industrial purposes, using structures such as trusts, ‘sale and lease-back’, usufruct and development and management agreements, among others.

Antitrust and international trade: The firm has experience in anti- trust matters and has represented domestic and international clients in important cases before the Federal Antitrust Commission, related to mergers, acquisitions and investigations on monopolistic practices. The firm has also developed an important practice on international trade, including the representation of Mexican and foreign companies in connection with investigations on predatory commercial practices and subsidies. The practice includes the participation in procedures before the Ministry of Economy and international panels.

Infrastructure: KSA has represented both international and domestic clients in infrastructure projects including energy, telecommunications, toll roads, mining and steel industries and in securing all governmental approvals necessary to operate or finance these projects, including setting up partnerships or joint venture agreements and corporate structures for financing and investment.

Foreign investment: KSA is usually involved in drafting and negotiating all kinds of agreements to structure business combinations, joint ventures, shareholders agreements and other documentation in connection with the participation of foreign investors in business entities.

Arbitration and alternative dispute resolution: The arbitration practice includes advising clients in all phases of arbitration proceedings and, if necessary, coordination of attorneys with experience in other areas of law, based in Mexico or abroad. The attorneys of the firm advise clients in arbitration proceedings conducted through the International Chamber of Commerce and other organisms of high reputation.

Tax consulting: With a team of recognized experts in tax consulting, the firm advises clients on the tax matters that arise on a daily basis in their businesses. The firm also advises clients in tax consulting regarding mergers and acquisitions, corporate restructuring, financing and other operations, both domestic and international.

Tax and administrative litigation: The firm has experience advising clients in the implementation of defensive measures against tax authorities, including the use of revocations, annulments, appeals and constitutional remedies. The firm defends its clients against disputes arising from governmental activities through any public agency, including those derived from public contracts, the granting of concessions, authorisations or the imposition of fines and other sanctions. The firm’s services include handling review procedures by tax or administrative authorities that give rise to actions affecting its clients.

Procurement and compliance: The team has advised government or public entities through whole tender processes. It has advised on appropriate procurement mechanisms, assisted in drafting tender documentation, and provided advise in legal issues that arise when the tenders are evaluated. For private entities, the firm assisted on responding to government tenders, preparing submissions, and negotiating various government contracts. The Compliance practice focuses on anti-bribery, anticorruption, anti-money laundering and data protection. The firm advise entities in specific issues once they arise as well as risk prevention, by reviewing current practices, developing and implementing enhanced compliance processes, and monitoring the changes and improvements.

Fintech: Kuri Breña, Sánchez Ugarte y Aznar regularly advises domestic and international crowdfunding platforms, digital wallets, challenger banks, exchanges, payment facilitators and private equity and venture capital funds, as well as commercial banks and non-bank financial institutions involved in the Fintech sector. Our services include advice on regulatory and compliance matters under the Mexican Fintech Law and regulations, applications and related filings to obtain authorization from the Mexican regulator to operate as a fintech entity, and general corporate and contractual matters.