Companies
Most shareholder disputes that end up in court would have been avoided by three clauses nobody wanted to discuss back when everything was going well.
Direct answer
Corporate law governs how a company is formed, governed, funded and transformed: from bylaws and the shareholder agreement to a merger, a spin-off or the sale of the business. Acerteq handles corporate and M&A transactions end to end — structure, due diligence, negotiation and closing — and resolves shareholder disputes when the agreement did not anticipate the situation that arose.
Scope
S.A.S. companies, branches of foreign entities, holding structures and investment vehicles, with bylaws drafted for the business rather than copied from a template.
Qualified majorities, exit and drag-along rights, pre-emption, deadlock resolution and valuation rules agreed before the conflict arises.
Deal structuring, legal due diligence, share purchase agreement, representations and warranties, and support through to closing.
Mergers, spin-offs, conversions, capitalisations and group restructurings, with analysis of their corporate and contractual effects.
Board regulations, directors' duties and liability, committees, family protocols and conflict-of-interest policies.
Distribution, supply, agency, joint venture and alliance agreements, focused on the clauses that decide the dispute if the deal breaks down.
Intent signals
How we work
01
An initial session where we map your real exposure: what risk exists today, its financial impact and how urgent it is.
02
We deliver scope, deliverables, timelines and fees in writing before signing. You know exactly what you get and what it costs.
03
A senior lawyer owns your matter end to end, with direct, unfiltered access. Every request is logged on the platform.
04
Periodic reporting on real status, regulatory alerts for your sector and an annual review of your legal risk matrix.
Frequently asked questions
It verifies that the seller owns what it is selling and that the price is not buying hidden contingencies: title to the shares, employment and pension liabilities, pending litigation, tax obligations, contracts with change-of-control clauses, licences and intellectual property. The output is not a descriptive report but a list of quantified risks that translates into price, warranties or conditions to closing.
Yes, and they serve different purposes. Bylaws are public and govern how the company operates; the shareholder agreement is private and governs the relationship between partners: what happens if one wants out, how a deadlock is broken, who may sell and to whom. In an S.A.S., an agreement filed with the company is enforceable and the legal representative must give effect to it.
A director is liable for wilful misconduct or negligence, for unauthorised conflicts of interest and for unrecorded transactions; the law presumes fault in the unlawful distribution of profits. A shareholder in an S.A.S. is liable up to the amount of their contribution, unless it is shown the company was used to defraud third parties, in which case the Superintendence of Companies may pierce the corporate veil.
A mid-sized transaction in Colombia usually takes two to four months from the letter of intent to closing: due diligence takes most of that time, and the schedule depends on how well organised the seller’s information is. Before starting we provide a timeline with milestones and a fee proposal fixed by stage.
First consultation
Tell us what is happening. A senior lawyer in this area will read it and reply within two business hours with a first assessment and no commitment.
The person who assesses you is the person who would run the matter.
Scope, deliverables and price before any engagement is signed.
Every request is logged on the platform with a visible status.
First consultation
⏱ Response in under 2 business hours.
🔒 Your data is protected and confidential under attorney-client privilege.
Related practice areas
Most cases touch more than one area. These are the ones that most often come up alongside this matter.
Commercial, corporate, contractual and administrative disputes of significant value, before courts and arbitral tribunals.
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Entities supervised by the Financial Superintendence, insurers and brokers, SARLAFT, SAGRILAFT, anti-bribery programmes and administrative investigations.
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Executive hiring, sensitive terminations, workforce restructuring, internal investigations and strategic employment litigation.
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Next step
A 30-minute diagnostic with a senior lawyer, with no obligation to engage. You leave with a clear read on your risk and what to do first.
Response in under 2 business hours.
