Legal Services
Venture Capital Fund Formations
Providing excellent legal counsel to venture capital funds and VC-backed emerging companies in the startup and emerging growth financing stages. We are primary counsel of VC-backed startups, angel investors and venture capital funds. Having represented startups in the venture capital space, we acquired a few venture capital funds as our clients. We are proud attorneys to venture capital funds and VC-backed companies. Our areas of practice include drafting and formulating:
- Private Placement Memorandums
- Limited Partnership Agreements
- Limited Liability Company Agreements and Operating Agreements
- Subscription Investment Packets
- Stock Investment Agree
Venture Deals
Contracts are the backbone of venture capital. Between our startup founder clients and venture capital fund principals, we have seen our fair share of good and bad deals. What separates a good from a bad deal is not always easy to spot. It often takes a venture capital lawyer to decipher the legal nuances of various contracts, corporate, employment, and many other competing areas of practice. The small details can mean the difference between a successful deal or not. From the most complex of stock warrants to the simplest of non-disclosure agreements, we have seen it all. Who do you trust to look over your business interests? We draft and close venture deals. That’s our primary job. Our experience covers a broad range of financing areas, including:
- Convertible Note and Note Purchase Agreements
- Stock Warrants, Options, Restricted Stock and Founder Agreements
- Simple Agreements for Future Equity (SAFEs)
- Series Seed
- Series A
Emerging Growth Companies
Castelblanco is a firm that represents entrepreneurs and emerging growing companies. We have counseled hundreds of business clients from incorporation, to seed financing, to company exits. Typical representation includes post-formation, contract, employment, securities, and IP matters.
Banking and Finance
With expertise covering a variety of complex and innovative markets, our lawyers represent domestic and international clients across the banking and financial service sector. We will assist you in obtaining the most favourable conditions for your transactions. In-depth knowledge coupled with a thorough understanding of the law makes Castelblanco a valuable and reliable business and legal adviser. Castelblanco lawyers have extensive experience within banking and finance. We help our clients navigate a complex regulatory landscape amidst unpredictable geopolitical conditions. Lenders and borrowers entrust us with the responsibility of securing the most favourable terms for each transaction – maximising their return on investment and protecting their downside risk.
Blockchain, Cryptocurrency and Fintechs
New technologies and business models disrupt businesses and everyday life worldwide. Being a part of the world of startups, we witness many innovative ideas that bring changes into our everyday life. Blockchain and cryptocurrency have shown a big potential to fully transform how the conservative financial system works. As the regulation of the financial sector is burdensome, some countries have introduced sandboxes – a special legal regime for new ideas that allows them to be tested in the market without having to comply with the general legislation and applying for licenses just to get started. Finding and creating legal flexibility for innovative models In most cases, there are no easily recognizable regulations governing new technologies or innovative business models. Pre-existing regulations often hinder innovative business ideas to come to fruition or may create disproportionate and non-flexible obligations that may be completely irrelevant to a new innovative business model. This makes it necessary to either zigzag around the regulation or lobby for a change in the existing legislation. We offer something unique Castelblanco specialists understand how the technology works and follow closely what is happening in this domain in different sectors, but primarily in the financial sector.
- Anti-Money Laundering (AML) and Know-Your-Customer (KYC) rules
- Cryptocurrency – e-wallets, exchanges, and transactions
- Blockchain technology applications
- Financial services regulation
- Payment service and e-money institutions
- Crowdfunding and -investing
- Corporate contributions to share capital in cryptocurrency
- Capital markets regulation
- Data protection
- Intellectual property
Capital Markets
There are many challenges for the players on the capital markets. At the same time, the regulations of capital market conditions tend to become more and more complex, and still more importance is attached to soft law and recommendations on corporate governance.The modern share market is characterized by an increased globalization and complexity, and two tasks are rarely identical. In addition, disclosure requirements and the rules on prospects and offerings of securities are becoming increasingly technical.
In other words, compliance becomes ever more important in this field as well. Our group of specialists within Corporate Finance and Capital Markets has a broad knowledge and significant experience in the regulatory system of the share market. For each individual assignment we put together the team with the right joint specialist knowledge, and at the same time ensuring our clients the optimal case handling. When necessary, we take the cases to court; representing a sole investor, an undertaking, or a full class.
We handle all kinds of legal issues concerning the share market and corporate law, for example:
- Various types of capital raising (e.g. private placements)
- Corporate governance
- Regulatory compliance
- Restructuring
- Information issues
- Insider and issues
- Incentive programmes
- Financial licensing issues
- Damages for losses incurred for failure to comply with relevant regulations
Our clients include companies, funds, investors, and other players on the national as well as the international markets.
Commercial Lease Law
At Castelblanco, we are experts in providing corporate advice and solutions to corporate law issues, Colombian as well as international. We advise on everything from corporate management, shares, formation procedures and general meetings to reconstruction, liquidation, and corporate mergers and
demergers.
We are experts in corporate law
Our client base extends from start-up entrepreneurial companies to international listed groups of companies. Thus, we have broad expertise within all development stages of companies from start to finish, including formation, possible expansions, and up to a possible dissolution. Our team of corporate law experts advice on all types of corporate law issues. We have extensive experience and expertise in everything from large projects to daily business. Much of our experience is due to long-term cooperation with our clients. In order to provide the best possible advice, we make ourselves acquainted with both your company and the business sector. Therefore, we guarantee that you will receive advice tailor-made to suit the requirements of the company and the corporate challenges that characterize your line of business. Corporate law: What can we offer you? Castelblanco lawyers offer legal advice in all phases a company can go through, including:
Our client base extends from start-up entrepreneurial companies to international listed groups of companies. Thus, we have broad expertise within all development stages of companies from start to finish, including formation, possible expansions, and up to a possible dissolution. Our team of corporate law experts advice on all types of corporate law issues. We have extensive experience and expertise in everything from large projects to daily business. Much of our experience is due to long-term cooperation with our clients. In order to provide the best possible advice, we make ourselves acquainted with both your company and the business sector. Therefore, we guarantee that you will receive advice tailor-made to suit the requirements of the company and the corporate challenges that characterize your line of business. Corporate law: What can we offer you? Castelblanco lawyers offer legal advice in all phases a company can go through, including:
- Formation of companies
- General meetings, including drafting of rules of procedure and articles of association
- Colombian and international contracts
- Reconstruction or liquidation
- Mergers and acquisitions
Castelblanco counselling is characterized by our open-door policy. We communicate and cooperate cross-functionally among all Castelblanco departments, which means that we can quickly and efficiently solve any interdisciplinary issues that may arise. In connection with corporate law issues, we also assist our clients with employment, tax and personal data problems and issues
Data Protection
The General Data Protection Regulation imposes requirements on all organizations collecting, processing and storing personal data. Castelblanco Law Firm’s leading international GDPR lawyers are ready to assist with personal data compliance across many legal disciplines and borders. We provide GDPR advice to both public authorities and private companies – based on a great professional background and a practical approach to handling issues regarding data protection law.
Dispute Resolution
Disputes are undesirable, often demand considerable resources and attract far too much attention in the day-to-day running of the business. As a client of Castelblanco Law Firm, you will experience that we do our best to limit the time spent on disputes as much as possible. And, if it is possible and if it serves the client’s interests, we take pride in settling such cases out of court. When necessary, we are ready to litigate – and to go all the way for our clients. Castelblanco Law Firm has extensive experience representing clients in a wide range of business disputes. In each case, we will compose the team that will best be able to solve the actual case, allowing us to use our competences to the full, whether that be within the general sphere of litigation, contract law, or our areas of specialisation, including:
- Securities law
- Intellectual property law
- Competition law
- Tax law
We represent our clients at the ordinary courts and at courts of arbitration in order to settle disputes and claim damages. We have what it takes, and use it in the best interest of our clients.
Mediation
Castelblanco Law Firm advises on mediation – dispute resolution for the business sector. When disputes arise among the owners, the entire company suffers. Productivity decreases, the good employees leave, and the company risks falling apart. This is why disputes between the owners need to be handled quickly and efficiently to preserve the company’s values. This also includes disputes among business partners, clients and suppliers. Disputes cannot be avoided, but they drain the company’s energy and they cost in terms of time and money. It is difficult to make new business deals as long as old disputes are unresolved. This is why also disputes involving business partners or clients/suppliers need to be handled quickly and efficiently for the company to move on. Mediation provides the company with fast and efficient dispute resolution that ensures solutions to the satisfaction of all parties involved.
Employment and Labour Law
The Colombian rules on employment and labour law place heavy demands on employers. That is why you, as an employer, may require the assistance of a lawyer. Castelblanco Law Firm advises both Colombian and foreign companies on the challenges a company can meet in the field of employment law. Our experts have experience in working with all areas of labour law within all business sectors – the private as well as the public sector. Therefore, our advice will always be based on the challenges that characterize your particular line of business. We are specialized in employment and labour law Even if your company has a strong and qualified HR department, there will be situations where you need extern legal advice. Complex legislation regulates the Colombian labour market, and in addition, many Colombian companies are covered by collective agreements. This may create challenges for you as a manager or employer when you need to ensure that your company complies with the most recent legislation governing employment and labour law. Therefore, it can be a good investment to receive legal advice from a lawyer with expertise in employment and labour law. The correct advice or sparring ensures that your company complies with the most recent legislation in the field. For example, to prevent being met with claims for compensation for unfair dismissal. Castelblanco offers legal advice in all areas:
- Mass dismissal
- Mergers
- Outsourcing of assignments
- Sale and purchase of companies
- Employment contracts
When required, we go to court. For example, in cases concerning:
- Equal treatment
- Unfair dismissal
- Summary dismissal
- Discrimination
- Duty of loyalty
- Non-competition and non-solicitation clauses
Additionally we assist with:
- Dismissals
- The holiday act
- Bullying and sexual harassment
Foundations and Charity Law
If a private person or a company wishes to secure assets and related proceeds for specific purposes, the best solution may be to place the assets in a foundation. If relevant interested parties or members are to be able to dispose over assets or rights, this is best ensured by setting up a charity organisation. Castelblanco assists commercial foundations, associations, companies and charitable and non-profit organisations within the areas of business development, including advisory services relating to current matters regarding the operation of the company in relation to business and tax law matters. When setting up a foundation it is important to consider the purpose, management etc., as the intention of the founder must be respected. Unlike associations, foundations do not have a general assembly, which may subsequently adopt changes to the intention of the founder.
Castelbanco offers advisory services on the following:
- Establishment, merger and demerger of foundations and associations
- Company structure and development
- Public fundraising rules
- Taxation and tax exemption for charities
- Framework for investment and distribution policy
- Co-ownership and ownership agreements
- Relation to founders and donors
- Amendments to articles of association and extra-ordinary transactions
- CSR
Insolvency and Restructuring
If a business is in financial difficulties, it is essential to find creative alternatives. We can help you to find viable solutions in due time. We can offer strong special competencies and guarantee an effective case handling, and we have a deep and broad experience in relation to insolvency and restructuring, including:
- Insolvency proceedings
- Out-of-court creditor compositions
- Creditor representation
- Optimisation of lender’s position
We are frequently appointed liquidators, organisers of creditor compositions or administrators by request of lenders. In addition, we have great experience in advising the managements of distressed companies how to navigate out of the crisis at an early stage.
Our client portfolio also includes:
- Distressed businesses
- Companies and/or individuals with commercial and financial interests in a distressed business, such as shareholders and owners
Intellectual Property
Intellectual property rights are important assets for a company, and the value of intellectual property rights is often of great importance in relation to acquisition and sale of companies – also in terms of tax and employment. Castelblanco Law Firm offers advice in relation to all your needs and considerations. We assist entrepreneurs, companies, and government bodies in selecting, protecting, commercializing, and defending their intellectual property rights, including:
- Trademarks
- Company and domain names
- Patents and utility models
- Designs
- Copyrights
Our clients operate in quite a number of trades, for example:
- e-commerce
- Electronics
- Hardware and software
- Media and entertainment
We offer advice in the Colombian region and Latin America as our primary markets. In addition, Castelblanco specialists have very good knowledge about e-commerce and other Internet based business related legal areas. We assist in obtaining permits for e-shops and to draft general terms and conditions for e-shops, standard sales agreements and policing information made public on webpages to ensure that they are following current rules and regulations. We also advise clients in all aspects of national and international data protection issues with regard to non-sensitive personal data as well as the special protection in relation to sensitive personal data. Our services include:
- Website compliance – for example terms and conditions, collection of data by consent, and privacy policies
Insolvency and Restructuring
If a business is in financial difficulties, it is essential to find creative alternatives. We can help you to find viable solutions in due time. We can offer strong special competencies and guarantee an effective case handling, and we have a deep and broad experience in relation to insolvency and restructuring, including:
- Insolvency proceedings
- Out-of-court creditor compositions
- Creditor representation
- Optimisation of lender’s position
We are frequently appointed liquidators, organisers of creditor compositions or administrators by request of lenders. In addition, we have great experience in advising the managements of distressed companies how to navigate out of the crisis at an early stage.
Our client portfolio also includes:
- Distressed businesses
- Companies and/or individuals with commercial and financial interests in a distressed business, such as shareholders and owners
NewTech
Technology is constantly evolving and creating new opportunities. New technologies, such as AI (artificial intelligence), drones and robots, are already part of our everyday lives and are used professionally in many contexts. We advise both businesses and organizations on all legal aspects of the development of new and existing technologies. We also have comprehensive competencies in software, data protection, intellectual property rights and insurance. Our lawyers are always updated when it comes to legal and technological development. From idea to sale When technology moves from the initial concept to design, development and sale, there is often a need to know the regulation of the type of technology, the market and other players, so that the technology is in line with legislation and not least the parties’ conditions. If the technology is not in line with applicable rules and professional standards, there is a great risk of resources being wasted.
What do we offer?
We can contribute early in the development. Often already from the initial concept, so that the product is developed with the least possible risk of wasted resources. We not only advise on the legal aspects but take an active part in the development process. In addition to ‘ordinary’ legal advice, we can contribute in connection with, for example:
- Process optimization
- Innovative solutions in the light of law and new technology
- Application processes, for example, we can prepare and submit applications for permits, etc.
- Assistance in connection with capital raising
- Negotiations
Mergers and Acquisitions
Are you about to buy or sell a company? Castelblanco Law Firm’s M&A lawyers have extensive experience in advising clients worldwide within all business sectors on all aspects of mergers and acquisitions. We assist our clients with efficient and competent legal advice on mergers and acquisitions while understanding their specific issues. We assist with mergers and acquisitions Mergers and acquisitions involve many fields of law and require specialist expertise across a range of disciplines, including tax law, employment law, financial law, corporate law, and competition law. Our M&A lawyers represent both buyers and sellers, including their financial advisers, in connection with all types of mergers and acquisitions.
Private Equity
Raising capital is a critical process with an abundance of opportunities where venture and growth investments call for a different mindset than traditional M&A or buy-out transactions. On top of that, tax issues heavily influence fund and transaction structures. Castelblanco is experienced in handling all aspects of private equity. In Castelblanco private equity team, we have a pragmatic approach to navigating in complex scenarios, and we always understand our clients’ needs and commercial rationale in every situation. This is key to getting the deal through. The team advises on any aspects of private equity, including fund formation and all phases of transactions – from legal due diligence to post-closing advice and exit planning. When establishing PE/VC Funds, our services often include fundraising, distribution and structure of funds. In addition, we provide full scope advice on M&A and structuring investments, including tax and legal matters, and we are highly experienced in assisting national and international private equity and venture capital players in purchasing and selling portfolio companies. When purchasing portfolio companies, we handle matters such as:
- Legal due diligence
- Project management
- Negotiation and drafting of all transaction documents, including the transfer agreement in particular
- Advice of choice of company form (including tax advice)
- Drafting and negotiation of shareholders’ agreements
- Drafting and negotiation of incentive programmes (key employees and management)
When selling portfolio companies, our services often include:
- Choice of transaction model
- Planning and carrying out of the chosen sales process
- Handling of the day-to-day contact with the different advisors involved, including handling of requests regarding further material, information, etc
- Negotiation and drafting of transaction documents.
Family Law
The area of private law is often rather complicated, and we may all need legal advice within this area at some point in our lives. A lawyer is able to assist clients who wish to safeguard their assets, complete a generational succession or divide an inheritance.
Wills and marriage settlements
All people should consider whether it is necessary to make a will or a marriage settlement. These documents may be decisive when dividing your assets in case of separation, divorce or death. We offer advisory services to private individuals about wills and marriage settlements. Thus, you will be able to ensure that your inheritance will be divided in accordance with your wishes. We offer assistance within the following:
- Wills
- Marriage settlements
- Division of property on separation or divorce
To Castelblanco, it is a top priority to offer personal advice, and we always base our advice on the individual family and property conditions.
Generational succession
We offer assistance in the planning of all kinds of generational succession – from holiday homes to businesses – and handle the relevant tax matters. We also complete the actual succession. In addition, we help create a general overview, which allows you to make the right decision in relation to the succession.
Administration of estates and succession law
Castelblanco offers advisory services on the administration of an estate of a deceased person, either as administrators or as lawyers to the heirs. On behalf of the heirs, we ensure that the administration of the estate will be handled correctly and in accordance with the law, including observance of all deadlines. In addition, we advise heirs on how to handle the assets in the estate and on tax and succession law matters. As part of administering the estate, we offer the following:
- Overview and handling of inquiries from public authorities etc
- Preparation of the required statements and reports
- Preparation of income tax return in estates liable to pay tax
We have extensive experience regarding the administration of estates of deceased persons and advisory services to heirs, and it is of great importance to us to complete the process as fast, simply and competently as possible.
Procurement Law
Procurement law is a complicated area, and during the past years, the rules within this area have become increasingly detailed. Failure to observe these rules may be of great consequence to both the contracting entity and the tenderer. Ultimately, such failure may result in claims for compensation. We have extensive experience offering advisory services on all parts of the process involved in an invitation for tenders, including call for tenders and bids. We also offer assistance to public authorities, companies and private customers in connection with all kinds of public/private collaboration and concessions. We offer assistance with the following:
- Tender and bid material
- Review of tender procedures
- Preparation of contracts
- Control of the selection phase
- Review of bids made: Have the tender and bid conditions been met?
- Access to documents in connection with evaluation of complaints
- Negotiations and possible conflicts
Tax
Legislation and case law in relation to taxes and duties are currently changing, which affects both businesses and individuals. Whether it is a question of investments, business restructuring, or a tax, VAT, or repayment claims, we can advise and defend you. Value creation and solution orientation are key concepts in our case handling and counselling, which makes the team one of the leaders within this area. We always provide advice at the highest level when we assist at negotiations and disputes with the taxauthorities or other authorities as an opponent. Our lawyers solve problems for businesses – from international groups of companies to owner-managed businesses and one-man firms – and for individuals. We advise on:
- Income tax
- VAT
- Tax liability issues
- Company taxation
- Personal income taxation
As far as VAT and duties are concerned, we carry out tasks calling for the highest expertise for major auditing firms and law firms. In addition, we assist in connection with:
- Reconstructions
- Transactions
- Restructurings
- Ownership transfer
- Expatriation and inpatriation
- Group taxation
- Joint taxation
- Incentive programmes
Professional Services
Professional services organizations—dentists, doctors, law firms, engineering firms, consultancies—face a
business landscape with a unique overlay of legal challenges. We have the experience in myriad business
legal services to help professionals avoid challenges and confront them when the need arises.
- Banking and Finance.
- Effective commercial solutions
- Blockchain, Cryptocurrency and Fintech.
- Capital Markets
- Commercial Lease Law
- Corporate Law
- Data Protection
- Dispute Resolution
- Mediation
- Energy
- Foundations and Charity Law
- Franchising and Distribution
- Insolvency and Restructuring
- Intellectual Property
- IT and Telecom
- NewTech
- Mergers and Acquisitions
- Private Equity
- Family Law
- Tax