Capital Markets
Legal structuring of issuances, fundraising and transactions involving securities.
The capital markets offer fundraising and investment instruments subject to rules on issuance, distribution and disclosure. The first step is to identify the legal nature of the instrument and the roles of issuer, investor and intermediaries. Fundraising presented as a private contract may require an analysis of public offering status, depending on the form of disclosure and distribution. Law 6.385 and CVM regulations frame this analysis, including for structures that use digital technology.
Legal support covers the choice of instrument, corporate acts, guarantees and transaction documents. The analysis also covers the target audience of the issuance, the applicable registration procedure and subsequent obligations. Information about risks and rights must be consistent across contracts, disclosure materials and regulatory documents. In structured transactions, the coordination of these fronts seeks to reconcile the economic flows with the responsibilities assumed by each participant.
Our work
- Structuring of issuances and fundraising instruments
- Analysis of classification as a security
- Transaction documentation and disclosure obligations
Can a digital fundraising constitute a public offering?
Yes. The digital medium does not rule out the analysis. It is necessary to assess the instrument and the characteristics of the distribution, including disclosure, the target audience and the role of intermediaries.
Editorial review: