What We Do

OFF-SITE GENERAL COUNSEL

We serve our clients as an external legal department. We focus on creating value through tailor-made solutions at all stages of business development, and by building long term relationships with our clients.

Planning

We help our clients develop a legal strategy for their start-ups and new businesses. Our capabilities allow us to be involved in all stages of the planning process, starting with the birth of an idea and ending with the design of a business model. Our expertise includes:

 

  • Legal analysis of the business model
  • Corporate and tax structuring alternatives
  • Preparation of partnership agreements and alignment of interests
  • Angel and institutional investor financing agreements
  • Analysis of contracts with suppliers, customers and strategic partners
  • Protection and exploitation of intellectual property
  • Tax characterization of technology transactions
  • Forecasting legal solutions for gaps in security and legal information
  • Treatment of personal information (link privacy and personal data)
  • Tax and regulatory compliance
  • Planning and due diligence in M&A structuring
Implementation

We handle the legal requirements necessary to start a business, including:

 

  • Registration of commercial partnerships at a local and international level
  • Accompaniment in Board meetings and assemblies of shareholders
  • Obtaining of licenses and permits
  • Angel and institutional investor financing agreements
  • Drafting and negotiating contracts with suppliers, customers and strategic partners
  • Licensing and protection of intellectual property
  • Drafting of privacy policies and processing of personal information
  • Obtaining visas, and work and residence permits for investors and employees from abroad
  • Expatriation, and obtaining visas and permits to work abroad
  • Representation and advice in instances of hacking, plagiarism, illegal or unauthorized use of personal data, and trademark infringement on the Internet.
  • Recruitment of staff and consultants
Financing

We assist entrepreneurs, start-ups and technology companies, as well as angel and institutional investors during the investment process with:

 

  • Analysis of terms, investment advice, drafting and negotiation of term sheets and investment agreements
  • Accompaniment in rounds of financing FFF, Seed, Series A successive and OPA/IPO
  • Advice regarding mergers and acquisitions
  • Preparation of Stock Options and share plans subject to vesting
Risk Reduction

Through processes of survey and analysis regarding the state of the business, we identify areas where it is possible to introduce enhancements that deliver value and reduce risk:

 

  • Assistance in the due diligence process in order to eliminate contingencies
  • Review of contracts to provide assurance to innovative businesses
  • Survey of company structure and compliance with regulatory requirements
  • Strategies for protection of intellectual property, of author rights, trademarks, utility models, and patents, in relation to software, designs, processes, products and services
  • Establishing internal policies for employees within the human resources department
  • International tax advice in regards to technology transactions
  • Assistance in situations of hacking, plagiarism, illegal or unauthorized use of personal data, and trademark infringement on the Internet.
  • Ensuring adequacy and compliance with standards of privacy and personal data in Argentina and abroad
Dispute Resolution - Litigation and Arbitration

We work to create value by aligning the interests of partners and strategic allies. When controversy exists, we represent our clients in mediation and arbitration, as well as in administrative and judicial instances in civil, commercial, labor and administrative litigation courts at a local and international level.

 

  • Extrajudicial conflict resolution between local and international partners, investors, customers, staff, suppliers, and strategic allies
  • Action on intellectual property litigation related to copyrights, trademarks, utility models and patents
  • Termination and outplacement of former employees
  • Assist clients in situations of hacking, plagiarism, illegal or unauthorized use of personal data, and trademark infringement on the Internet.
Exit Strategy

We advise in the design and implementation of an exit strategy, total or partial, through sales of shares, mergers, acquisitions, dissolution, or bankruptcy.

 

  • We advise in the negotiation and reformulation of investment contracts, corporate by-laws, partnership agreements, and contracts related to the purchase, or sale, of shares.
  • We help companies find buyers and sellers, plan and perform due diligence, structure their exit, close and implement M & A operations, all while addressing legal and tax considerations.

LEGAL PRACTICE

Our team provides legal support in the following areas:

Contracts

As lawyers specialized in technology transactions, we focus on drafting contracts that are able to provide legal security to innovative businesses.

 

We assist in the creation and negotiation of local and international agreements with partners, investors, clients, suppliers and strategic partners.

 

Our contracts department covers, amongst others, the following needs: investment agreements, partnership agreements, contracts, sales contracts, distribution contracts, commercial agency contracts, licenses, franchises, joint venture, contracts of SAAS (software as a service), and software development.

Corporate Law

A business must be established as a legal entity before it is able to establish any form of asset protection or attract financial partners for early-stage investment.

 

At Kaplan Abogados, we help start-ups and technology companies design and implement varying corporate structures. We focus on asset protection, addition of members and directors, as well as regulatory and tax compliance.

 

We assist companies during the registration process by focusing on their particular needs, their jurisdictions and on the specific circumstances of the project. We help companies become established as sociedades de responsabilidad limitada (SRL), sociedades anónimas (SA), Limited Liability Companies (LLC) and C-Corps.

 

We act as advisers in mergers and acquisitions. We also represent foreign companies registering their businesses in Argentina.

 

We help our clients negotiate and formulate investment contracts, corporate bylaws, partnership agreements, acquisition agreements and during the sale of shares.

Trademarks and Intellectual Property

Intellectual property is the fundamental asset of start-ups and technology companies.

 

We help our clients identify and implement legal strategies to protect intellectual property, including: trademarks, copyright, inventions, products, services, software, utility models of business plans, trade secrets, texts and designs, among others.

 

We assist in protection, at local and international levels, in regards to record keeping and brand monitoring. We prepare and negotiate software and trademark licensing agreements.

Internationalization

The opportunity to grow on a global scale is key to a technology businesses success. At Kaplan Abogados we understand the complexity of international business and act as strategic partners during the growth process.

 

 

Inbound

 

Argentina continues to evolve as a market and is an attractive technology hub for businesses and professionals from all over the world.

 

At Kaplan Abogados we assist international companies with their investments in Argentina and Latin America.

 

We assist start-ups and developed companies in planning, corporate structuring, incorporating of entities (such as corporations or limited liability companies), registering foreign companies in order to enable them to participate in local societies (Art. 123 LSC), recruitment of local resources, obtaining of permits and with tax registration.

 

We help companies obtain work and residence permits for their investors and employees, acquire their fiscal registration (CDI or tax ID number), and register the company with RENURE to obtain official residence and identification.

 

 

Outbound

 

Technology creates and opens markets beyond the borders of one unique country.

 

At Kaplan Abogados we help start-ups and technology companies expand internationally. We aid companies in securing multiple rounds of investment either domestically or abroad.

 

We assist our clients during regional and international expansion by centralizing their legal and compliance activity, and by working together with local firms in each jurisdiction.

 

We help our clients obtain visas and work permits, manage their documentation and ensure that all company and employee actions are done so legally.

 

We have strategic partners around the world that are able to provide, start-ups and big technology companies, the support they need to expand their businesses.

Tax Law

Businesses operating in the global market place must have efficient structures to remain competitive.

 

We advise clients, from start-ups to industry leaders, on the development of their tax strategy, as well as making them aware of legal issues commonly encountered in the technology sector. We help our clients navigate issues dealing with income tax treaties, double international taxation, tax on added value, and tax stamps, among others.

 

We have experience and strategic partnerships around the world that help us find and implement solutions to international tax problems.

Legal Informatics

As a firm specializing in technology business, we focus on navigating legal challenges posed by technology in regards to business opportunities.

 

We help start-ups and large companies with legal issues related to innovation, technology, data privacy agreements, and protection and licensing of intellectual property.

 

At Kaplan Abogados, we help our clients deal with legal issues related to technology and look for a solutions to legal gaps existing in the field of legal informatics and safety. We assist clients in situations of hacking, plagiarism, unlawful use of personal information and trademark infringement on the Internet.

Labor

The growth of the technology industry poses unique challenges in managing work within teams.

 

Kaplan Abogados provides advice to start-ups and large companies on policy issues related to personnel, procurement, taxes, bonding, outplacement and decoupling of workforce.

 

We support our customers in the hiring of new employees as well as the discharge of members from the company. We help our clients formalize labor relations, perform expatriation, recruit foreign staff and obtain work visas.

Mergers & Acquisitions

In a market that is exponentially growing, mergers and acquisitions are crucial during expansion.

 

At Kaplan Abogados we help companies during every step of the process, from targeting buyers to helping entrepreneurs sell their companies. Our services span form planning and due diligence, to structuring, closing, and implementation of M&A operations. We also address legal and tax considerations.

 

With a strategic look at the business and its operations, we perform due diligence to reduce contingencies and to maximize the value of a transaction.

 

We support our clients during the process of negotiation, valuation, reduction of uncertainty and risks, as well as making the necessary arrangements for a successful closing.

Litigation & Arbitration

We represent local and foreign clients before the Federal Courts of the City of Buenos Aires and the provincial States – including the Supreme Court – during civil, commercial, tax and labor proceedings, as well as during the execution of judgments and foreign arbitral awards in Argentina.

 

We represent clients before National, Provincial or Municipal Courts. We represent clients in international arbitration and act as arbitrators and expert witnesses.

Privacy and Personal Data

With the advent of new technology, companies are able to store and process a lot of personal information. We insure that our clients act in compliance with the laws dealing with privacy and personal data.

 

At Kaplan Abogados, we advise our clients with regard to privacy policies, rights and obligations of data holders, as well as with the protection of identity, online reputation and databases.

 

We assist in compliance with standards of privacy and personal data in Argentina, with the National Directorate of protection of personal data (DNPDP), and with the relevant international authorities.