Business law · governance · M&A

Structuring the future of your business.

Business legal counsel in advisory, preventive and litigation matters. We advise on corporate structuring, contract negotiation and review, employment matters, and the management of strategic disputes.

The Firm

Complex matters require close involvement, disciplined execution and sound business judgment.

Business law as an instrument of governance and value creation.

We work closely with our clients’ businesses, providing corporate legal counsel focused on risk prevention, transaction security and sustainable business development.

Our approach combines technical rigor, direct communication and solutions tailored to the realities of companies, shareholders and investors.

Our work ranges from corporate structuring and M&A transactions to strategic business litigation and labor and employment matters, allowing clients to entrust their key legal needs to a single adviser.

Context Strategy Execution

Practices

Legal strategies for complex businesses, from structuring through dispute resolution.

As a business law firm, we provide integrated advisory, preventive and contentious support across the legal matters faced by companies and their management.

Core practice areas

Corporate and Business Law

Corporate structuring, holding companies, shareholders’ agreements and succession planning, with a focus on the long-term governance of family businesses and corporate groups.

M&A and Restructuring

End-to-end legal counsel on mergers, acquisitions and corporate restructurings, from due diligence through closing, with transaction structures aligned with each party’s strategic interests.

Strategic Business Litigation

Strategic work in the prevention, management and resolution of business disputes, including risk assessment, procedural strategy and the defense of clients in high-stakes matters.

Labor and Employment

Preventive, advisory and contentious labor counsel focused on reducing risk, structuring employment relationships and strategically defending the company’s interests.

Additional capabilities

Commercial Contracts

Drafting, review and negotiation of commercial agreements, with a focus on appropriate risk allocation, transaction certainty and the prevention of disputes in complex business relationships.

Strategic Tax Planning

Tax planning and assessment of tax implications for transactions and reorganizations.

Governance and Compliance

Board structures, corporate policies and integrity mechanisms.

Real Estate and Asset Transactions

Legal structuring of real estate assets and investment transactions.

Agribusiness

Legal structuring for agribusiness, including rural credit, machinery and equipment financing, and transactions across different agro-industrial value chains.

International and Cross-Border

Counsel on international transactions, including foreign investments, joint ventures, cross-border agreements and business expansion projects across multiple jurisdictions.

Team

Close, integrated work across every practice.

Rafael Sperotto

Founding Partner

Admitted to the Brazilian Bar Association – Rio Grande do Sul Chapter (OAB/RS), registration no. 60.882, Rafael Sperotto practices in corporate, economic and financial law. His work includes business structuring, corporate transactions, investments and corporate decision-making in domestic and international contexts.

He founded the firm and advises on governance, investments, corporate reorganizations and international transactions.

His business law practice includes matters in the financial, agribusiness, real estate and capital goods sectors.

Advisory

Bruno Ribeiro Lemos

OAB/RS 126.690LL.B. from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS)Postgraduate degree in Tax Law from Faculdade Brasileira de Tributação (FBT)

He has provided civil and business law advice to companies since 2023. His work includes risk assessment, preventive counsel and the handling of business matters.

Management and Tax

Bruno Silva de Oliveira

OAB/RS 57.546LL.B. from Universidade da Região da Campanha (URCAMP)Specialist in Tax Law and Tax Accounting

A coordinating attorney practicing in tax, labor and civil law. He advises companies on risk prevention, tax planning and the handling of advisory and contentious matters.

Labor

Gabriel Paz

OAB/RS 140.166LL.B. from Atitus Educação

He advises companies on labor and employment matters. He also represents clients in employment disputes, monitoring proceedings and defending their interests.

Advisory

Guilherme Junges

OAB/RS 141.225LL.B. from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS)Postgraduate candidate in Corporate Law at Instituto de Ensino e Pesquisa (Insper)

His advisory practice focuses on corporate law and commercial contracts. He has additional training in finance, mergers and acquisitions at Instituto de Ensino e Pesquisa (Insper), and negotiation through the Theory and Tools of the Harvard Negotiation Project course, presented by CMI Interser at the Harvard Faculty Club.

Labor

Guilherme Paz da Silva

OAB/RS 113.133LL.B. from Centro Universitário Ritter dos Reis (UNIRITTER)Postgraduate degree in Labor Law and Procedure from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS)

He has practiced business labor and employment law since 2018, advising on preventive and contentious matters involving employment relationships and corporate interests.

Civil Litigation

João Vítor França Ziani

OAB/RS 123.328LL.B. from Fundação Escola Superior do Ministério Público (FMP)Postgraduate degree in Real Estate Law and Business from Fundação Escola Superior do Ministério Público (FMP)

His advisory and contentious practice focuses on real estate, civil, business and banking law. He has experience in judicial and administrative proceedings, contracts and real estate matters, including property regularization, acquisition and transfer of assets, and dispute resolution.

Labor

Laura Riffel Vanti

OAB/RS 128.642LL.B. from Centro Universitário Ritter dos Reis (UNIRITTER)Postgraduate degree in Labor Law and Procedure from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS)Master’s degree in Business and Corporate Law from Universidade do Vale do Rio dos Sinos (UNISINOS)

She advises and represents companies in preventive and contentious labor matters, focusing on employment structures, risk management and strategic defense.

Civil Litigation

Leonardo Gularte Santana

OAB/RS 122.591LL.B. from Centro Universitário Ritter dos Reis (UNIRITTER)Specialist in Civil Law and Civil Procedure from Fundação Escola Superior do Ministério Público (FMP)

He practices civil litigation, with experience in consumer law, civil liability, supplementary healthcare, insurance and banking law, judicial reorganization and bankruptcy. He handles judicial and administrative proceedings, appeals and hearings, focusing on strategic case analysis and tailored legal solutions.

Civil Litigation

Lucas Lenin Prestes

OAB/RS 126.489LL.B. from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS)Specialist in Civil Law and Civil Procedure from Fundação Escola Superior do Ministério Público (FMP)

He practices civil and business litigation, with experience in civil law, civil procedure, business law and banking law. He handles judicial and out-of-court matters, drafts pleadings and appeals, and takes part in negotiations and in shaping legal strategies for each case.

Advisory

Manoela Aline Bernardes

OAB/RS 118.200LL.B. from Universidade Feevale

Her advisory practice focuses on corporate law, corporate governance and mergers and acquisitions. She advises companies on corporate reorganizations, shareholders’ agreements, commercial contracts and strategic legal matters.

Labor

Patrícia Cristina de Castro

OAB/RS 55.081LL.B. from Pontifícia Universidade Católica do Rio Grande do Sul (PUCRS), 1994Postgraduate degree in Labor Law and Procedure from Universidade do Vale do Rio dos Sinos (UNISINOS), 2003Postgraduate degree in Contracts and Civil Liability from Centro Universitário Ritter dos Reis (UNIRITTER), 2012

She has practiced business labor and employment law since 1994, with advisory and contentious experience in risk prevention, liability management and corporate defense. She was a tenured professor at Universidade Federal do Rio Grande do Sul (UFRGS), teaching Labor Procedure and Social Law and Legislation.

Civil Litigation

Robert Gomes Brito

OAB/RS 138.529LL.B. from Instituto Brasileiro de Gestão de Negócios (IBGEN)Postgraduate candidate in Civil Law and Civil Procedure at Fundação Escola Superior do Ministério Público (FMP)

He practices civil and business litigation, focusing on contracts, enforcement proceedings, judgment enforcement and consumer matters. His experience includes judicial and out-of-court matters involving time-share property and basic sanitation.

Advisory

Vinicius Just Blanco

OAB/RS 108.168LL.B. from Centro Universitário Ritter dos Reis (UNIRITTER)Postgraduate degrees in Civil Law and Civil Procedure and in Civil Liability and Contracts from Verbo JurídicoPostgraduate degree in Tax Law from Centro Universitário Ritter dos Reis (UNIRITTER)

He has practiced civil business law since 2017, with advisory and contentious experience in risk prevention, the structuring of contractual relationships and the handling of business disputes.

Articles

Legal insight for business decisions.

Analysis of business law, governance, transactions and the issues that affect companies, shareholders and investors.

Articles coming soon

New articles will be published soon.

This section will feature analyses prepared by the firm, combining objectivity, technical depth and a clear business perspective.

View all articles

Contact

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