Corporate and M&A in Costa Rica

Aguilar Castillo Love

Corporate powerhouse Aguilar Castillo Love is well equipped to undertake M&A, joint ventures and any other type of business combination, as well as restructurings. The team's impressive skill set further includes advising on foreign investment, start-ups and greenfield projects, as well as assistance with commercial matters such as distribution, franchising and outsourcing. The 'agile' and 'exceptional' practice headed by John Aguilar-Quesada, John Aguilar-Osborne and Marco Solano provides an international outlook and is capable of handling multi-jurisdictional matters. Senior partner Aguilar-Quesada brings decades of experience in all kinds of corporate issues to the table, as does founding partner Aguilar-Osborne. Solano is particularly active in cross-border transactions and Esteban Agüero Guier has merger control expertise. Antitrust and competition law is also a key aspect of Andrea Sáenz' practice.

Testimonials

‘This practice really exemplifies agile, personalised service. Esteban Agüero is truly focused on the client and it is good to know you can contact a partner at the firm quickly and directly without having to go through different levels as at other firms, where it is very difficult to get to talk to a partner.’

‘Their client service is exceptional: they provide quick and concise responses which reflect their broad knowledge.’

‘Their availability to clients (and easy access to partners) and the speed of their responses sets them apart.’

‘The firm has a strong track record in Central America, which makes handling legal matters in the region a lot easier.’

‘Aguilar Castillo Love’s comprehensive support in the region is crucial to the smooth operation of our business.’

‘Esteban Agüero is very responsive to all of our requirements and seeks to provide answers as quickly as possible. Furthermore, he provides timely follow-up on critical issues that we have to deal with in Costa Rica, as well as in Guatemala.’

Key clients

Hewlett Packard Enterprise

General Electric Company

DowDupont

DXC Technology Company

The Boeing Company

Johnson Controls International

AstraZeneca

Barclays Bank

Seiko Epson Corporation

Johnson & Johnson Services

Work highlights

  • Acting as outside counsel for Boston Scientific’s new sales facility in Costa Rica
  • Advising Amazon on a number of issues related to the operation of Amazon Web Services in Costa Rica and El Salvador, including regulatory issues and international trade matters
  • Acting as outside counsel to Corteva Agriscience on a recent IPO in Costa Rica and Guatemala

BLP

The stellar corporate practice is at the core of BLP's Costa Rican office and attracts local companies as well as multinationals and investors. The team headed by David Gutiérrez and Eduardo Calderón is well equipped to handle the full range of corporate services, including free zone mandates, corporate restructurings, joint ventures and large-scale M&A deals. Calderón has deep expertise in complex corporate structures and Gutiérrez, who splits his time between San José and Madrid, often acts on cross-border transactions. Technology corporations often instruct contract expert Adriana Castro and Luis M Castro is praised for his multi-jurisdictional M&A experience. Adelina Villalobos is of particular note for business agreements and free trade zone matters. The firm also demonstrates vast insurance and reinsurance expertise and fields a dedicated team led by Neftali Garro.

Key clients

Airbnb

Amazon

Bekaert

Cardinal Health

Enjoy Group

Lutron

Medtronic

Millicom

Uber

Ufinet

WeWork

Aliaxis

Siemens

Pfizer

Work highlights

  • Advised Edwards Lifesciences on the expansion of its Costa Rican project, which involved the acquisition of a high-tech medical device manufacturing facility
  • Advised Millicom on the acquisition of Telefónica’s subsidiaries in Costa Rica, from the elaboration of the due diligence study and the regulatory analysis of the transaction to the negotiation of the acquisition documents
  • Advised GWR Renewable Timber Resources on the proposed acquisition of 100% of the capital stock of Lucía Forest

Consortium Legal

Regional heavyweight Consortium Legal provides a strong corporate and M&A offering to its national and international clients. The team's expertise further includes related issues such as antitrust and distribution law. Rolando Laclé Zúñiga and Juan Manuel Godoy jointly head the 'leading' team, with the former especially strong in foreign investment matters and the latter focused on M&A and the energy sector. David Reuben is frequently called upon to negotiate complex contracts or assist with acquisition and sale processes. The team also includes Monserrat Segura Muñoz and Marcela Alfaro, who were both promoted to senior associate in the second half of 2019. Segura specialises in due diligence and cross-border transactions, while Alfaro shines in matters at the intersection of corporate and real estate law.

Testimonials

‘Consortium has leading corporate and banking practices and they are our first choice for transactions in Central America.’

‘Rolando Laclé and Juan Manuel Godoy form an exceptional team, always offering innovative proposals and thinking about how to close deals.’

Key clients

Rappi

Teletica

Coca Cola Femsa

Volaris

Expedia

Grupo Progreso

World Gym

Corona

Cuestamoras

Ultrapark

Work highlights

  • Advising Grupo CCR on the acquisition of Aeris from Airports Worldwide Holdings

Arias

Regularly proving its strength in local and regional transactions, the 'very diligent and productive' corporate practice at Central American heavyweight Arias advises telecoms, financial services, automotive and logistics clients on M&A. The team is jointly led by its four partners: Andrey DoradoMelania DittelVicente Lines and Carolina Flores. Dorado brings additional antitrust expertise to the table, Dittel is recommended for her knowledge of the pharmaceutical industry, and Lines specialises in energy and infrastructure matters, while Flores has a strong tax background.

Testimonials

‘Arias’ team in Costa Rica is excellent. They have very good knowledge of the regulations and the way things are done in this country. Likewise, they are very diligent and productive, they plan ahead and keep us informed. They compare favourably to teams at other firms thanks to their excellent service.’

‘The team are very responsive to all the needs of our Costa Rican subsidiary to ensure it can operate and remain in compliance with the regulations. Their best qualities are their depth of knowledge of the subject and their proactivity in dealing with the situations we bring to them.’

Key clients

Telefónica

Eurofarma

Indecom – Avantica

Work highlights

  • Represented Telefónica in the sale of its operations in Costa Rica, Nicaragua and Panama to Millicom
  • Assisted Eurofarma with the acquisition of Stein Laboratories
  • Acted for Indecomm Digital in the purchase of a Panamanian entity which owns the operations of Avantica in Costa Rica

ECIJA

ECIJA covers all areas of corporate and commercial law, especially the establishment of new companies and their incorporation under the free trade zone regimes. The group, which has significant strength in matters at the intersection of corporate and energy law, is jointly led by a trio comprising Guillermo E Zúniga, Mariela Hernández and Mercedes Sancho, 'who is focused on resolving problems'. Of late, the firm has also been prominent in corporate restructurings for local clients adapting to Costa Rica's 2019 tax reform. Associate Alonso Lopez joined from Latamlex / Gómez y Galindo Abogados in October 2019, enhancing the department's public law and public procurement offering.

Testimonials

‘Mercedes Sancho is always available and focused on resolving problems.’

Key clients

UPL Corporation – Arysta LifeScience

Maersk Sealand

CMA CGM – APL

Mexichem – Orbia Advance Corporation

Total Eren

Perfiles Tecnológicos

Recap Investsments

Shared Expertise

Arenas del Mar Hotel

TechMarine and Logistics

Midea Corporation

Hunt Enery Horizons

KMA

Cayuga Sustainable Hospitality

Fonda Jacó

Auto Mercado

Nyesa Corporación

Fundes Costa Rica

Medi Asis Health Services

Redetel Redes de Electricidad y Telefonía

APP 2 Soft

Amecsa Soluciones Innovadoras de Empaque y Embalaje

Tres Generaciones – Doka Estate

Tropical Foods

Tech Logic de Centroamérica

Work highlights

  • Assisted UPL with antitrust clearance of its acquisition of Bioquim Group
  • Assisting Pfizer with its reorganisation into three businesses
  • Advised KMA on the restructuring of the liabilities and assets of the holding company and its subsidiaries

EY Law Central America

The pillar of EY Law Central America's corporate practice is transactional work, including joint ventures and post-closing matters. Furthermore, the team, which has 'the ability to find an appropriate and timely solution', advises on free trade zone regime operations, corporate restructuring and compliance. Led by Hernán Pacheco O and Fernando Vargas, the department is instructed by local and international clients from a diverse range of industry sectors such as healthcare, consumer products and hospitality. In addition to his transactional expertise, Pacheco has extensive knowledge of distribution, agency and franchise agreements. Vargas focuses on international investment, project financing and infrastructure development.

Testimonials

‘The thing that makes the practice at EY stand out from other firms is its ability to accommodate the needs, time frames and size of the client or the transaction without this having any effect on the quality of the work. They have the humility to recognise what they don’t know and what they don’t know they work out quickly in order to find an appropriate and timely solution.’

‘The team are extremely professional and have the necessary knowledge to provide support on any legal issue facing our company.’

‘The standout feature is their knowledge of the market and their ability to quickly get to grips with the case in order to achieve our objectives.’

‘Hernán Pacheco is very responsive and dependable.’

Key clients

Liberty Latin America

Expeditors

Dole Food Company

Grupo Comeca

Inchcape

Teradyne

Florida Ice and Farm

VLM Foods

Grupo Sur

Cable Tica

Work highlights

  • Advised Grupo Comeca on the sale of its supermarket chain to Gersa
  • Advised Sanford Health on the acquisition of a minority stake of Hospital Metropolitano, as well as the negotiation of commercial contracts for technology transfer and managerial support services
  • Advised Desarrollos Ecológicos El Canal on the sale of a majority stake in its multiple-use real estate development in Costa Rica to a Belgian private fund

Facio & Cañas

Facio & Cañas provides a wide range of corporate services beyond the core transactional practice, such as advising businesses on their corporate structures and investment activities in Costa Rica, as well as on adapting to local regulatory reforms and commercial practices. Antitrust specialist Carlos Oreamuno spearheads the team together with Sergio Solera, who adds expertise in foreign investment and cross-border transactions to the group. In February 2020, the firm boosted its numbers with the incorporation of Pragma Legal, with Federico RucavadoFrancisco RucavadoEdgar Odio and Fernando Alfaro joining the corporate practice. On the other hand, Carlos Valverde and Tomás Guardia moved to Deloitte Legal in October 2019.

Practice head(s):

Carlos Oreamuno; Sergio Solera

Key clients

Conair Corporation

Griffith Foods

Ricoh Company

Verizon

Fujitsu

Access

SmileDirectClub

Zimmer Biomet

Caterpillar

Securitas

Cinemark

Work highlights

  • Acted for SmileDirectClub in the expansion of its business in Costa Rica
  • Acted as local counsel for GlaxoSmithKline in its formation of a joint venture with Pfizer
  • Assisted Lonza Group with the incorporation of a new company in Costa Rica

Zürcher, Odio & Raven

The planning and execution of business operations, contract drafting and venture capital transactions are the pillars of Zürcher, Odio & Raven's corporate practice. Alberto Raven Odio is an established practitioner.

Batalla Abogados

The corporate and commercial group at Batalla Abogados has experience in joint ventures and cross-border transactions, as well as in shareholder disputes, thanks to its close collaboration with the firm's litigation department. Rodrigo Zelaya and Sergio Armador are the key points of contact.

BG&A Abogados

BG&A Abogados represents multinationals, investors, shareholders and family businesses alike in corporate transactions, negotiations and other matters. Benjamín Gutiérrez heads the corporate practice, and has particular strength in due diligence processes and shareholder agreements. Furthermore, the team has a wide-ranging skill set in the international education sector and is in the process of establishing compliance services. María Gabriela Monge provides key support, particularly in connection with labour and education issues.

Practice head(s):

Benjamín Gutiérrez

Testimonials

‘I am extremely pleased with BG&A’s corporate lawyers. I personally admire the fact that they are capable of incorporating technological solutions that facilitate the user experience and maximise resources.’

‘BG&A Abogados’ team stands out compared to other law firms because they have been able to combine youth, experience and technological resources.’

‘BG&A has an overview that few law firms have. In addition they are tremendously proactive in the search for alternatives.’

Key clients

Office Depot

Universidad Internacional Sek de Ecuador

Universidad Internacional Sek de Chile

Colegio Internacional Sek – Costa Rica

Colegio Internacional Sek- Chile

Colegio Internacional Sek- Quito

Colegio Internacional Sek – Guayaquil

Colegio Internacional Sek – Los Valles

Colegio Internacional Sek – Pacífico (Viña del Mar)

Colegio Internacional Sek – Austral

Colegio Internacional Sek – Colombia

Colegio Internacional Sek – Guadalajara

Colegio Internacional Sek – Paraguay

Colegio Internacional Sek – Las Américas (República Dominicana)

Colegio Internacional Sek – Budapest

Colegio Internacional Eiris (La Coruña, España)

Colegio Internacional de Levante (Valencia)

Hotel Planas (Salou, España)

International Education Systems

Boca Ratón Preparatory School

Panamá Preparatory School

Tiempo Libre Tilisa (Ecuador)

Uniformes Designs (Ecuador)

Unión Española

Grupo Creativo Diseño y Construcción (Chile)

SEPER

Iunit

Concretera Nacional

Eulen Costa Rica

RGIS Servicios Costa Rica

BSDEV Internacional

PVI Costa Rican Optics

Corporación Siete

Productos de Concreto

Sherwin-Williams

Transacciones Ferreteras de Costa Rica

Colegio Nuestra Señora de Sion

Metalco

Mexichem

Grupo Sur

Multillantas Panamá

Datatecnología DTCR

Telefónica (Movistar)

Banco Nacional de Costa Rica

Proyectos de Acceso Proa

Constructora Volio y Trejos

Consultora, Constructora y Desarrolladora Ecoaire

Plycem

Saint Clare

AASA Automatización Avanzada

Municipalidad de San José

Junta Administrativa del Hospicio de Huérfanos de Cartago y COVAO

Paradise Medical Services

Colegio Santa María

Artelec

Autosasa

Tecnología Express

Caja Costarricense del Seguro Social

Mafisa

German – Tec

Asesores Contables Duarte Duarte

Grupo Lázaro

Inmobiliaria Madreselva (Ecuador)

Civitar

La Coruña Zaragoza de Palmares

Nexsys Centroamérica

Work highlights

  • Advising Sek International Institution on the due diligence and participation in the negotiation of the purchase of a college in Cundinamarca, Bogota, for the establishment of a new educational centre.
  • Carried out a review and legal audit of PVI Costa Rica Optics for Corporación Siete in its capacity as a possible buyer

CENTRAL LAW Costa Rica

Local as well as regional transactions and related due diligence processes are key features of the corporate practice at Central Law Costa Rica. In addition, the firm provides advice on day-to-day corporate issues and business structures, as well as document drafting services. A trio consisting of Rafael Quirós, Tomás Quirós Jiménez and Mauricio González heads the team, with a particular focus on the technology, logistics, and food and beverage industries.

Key clients

Hoffmann La Roche

BT Latam Costa Rica

Caja de Ande

Roche Services Americas

Wipro

Planet Payment

Ecolab

Bloom Botanics

MABE

Kerry Ingredients

Latam Reit

Work highlights

  • Acted as lead attorney for Wipro during the negotiation of its new site of operations with more than 150 employees in Costa Rica

Colbs Estudio Legal

Day-to-day corporate advice, corporate restructurings and the establishment of businesses in the country are the pillars of Colbs Estudio Legal's corporate and M&A group. Counting both domestic and international corporations among its clients, the firm has industry expertise in mining and construction, shipping and logistics, as well as hospitality. Founding partner Javier Escalante focuses on foreign investment and international trade. He heads the practice with Sebastián Jiménez, who regularly handles commercial and corporate transactions, as well as advising on business strategy from a legal perspective. In November 2019, Víctor Murillo joined from an in-house position at Walmart Central America, particularly strengthening the firm's competition law know-how.

Key clients

LafargeHolcim

dLocal

Interjet

Los Ninos de Bejuco (GNC)

E3 Capital

Analitica Consultores

Celcorp

Swisscore Latam

Hotel y Club Punta Leona

America Construcciones

Turquesa Dorada

GAIA Trading Company

Martin Brower

Skill Ocean Enterprises

Furleast Holdings

Red Wood International Capital

Sphera Sustainability Consulting

Núcleo industrial del Valle

Celcorp

Alvarez y Marin Corporación

ASI Asistencia Internacional

Byker and Associates

Geocycle

Grupo El Observador

Hotel El Manglar, Inversiones Rokaer

GKH

Albright College

Work highlights

  • Managing all the commercial, regulatory and environmental aspects of LafargeHolcim’s operation in Costa Rica
  • Advised Celcorp on its corporate restructuring
  • Assisted Analítica Consultores, a consulting firm founded by the former president and vice president of Costa Rica, with the establishment of the firm

Dentons Muñoz

Dentons Muñoz covers both the transactional and the advisory side of corporate law, assisting clients from numerous industries, including consumer goods, education, pharmaceuticals and agrochemicals. After former team head Daniel Araya departed in January 2020 to take up a post at DV Business Solutions, José Antonio Muñoz assumed responsibility for the corporate department. He manages the firm's operations in Costa Rica as well as Central America and specialises in international trade, foreign investment and free trade zone matters. Associate Diana Smith Calvo assists in particular with the competition law aspects of M&A transactions.

Practice head(s):

Jose Antonio Muñoz

Key clients

Merck Sharp & Dohme

Bayer

Lactalis

Bourns

Rockwell Automation

Aquasea

Maccaferri

Naturgy

Evertec

Encore

Starbucks

Infosys

Doterra

Forestland

Work highlights

  • Acted for Lactalis on merger control thresholds and closing approvals for Costa Rica in its acquisition of a nutritional business owned by Aspen Pharmacare
  • Assisting Merck Sharp & Dohme with day-to-day corporate matters relating to its Central American operations
  • Acting for Kohlberg & Company in the Costa Rica component of the secondary private equity buyout of Nelipak from Mason Wells

Lang & Asociados

In addition to its particular strength in navigating the free trade zone regime, Lang & Asociados is a go-to firm for corporations establishing operations in Costa Rica or expanding their existing market presence. With a focus on the medical devices, electronics, software and outsourcing industries, team head Henry Lang and key partners Milena Jaikel and Juan Carlos Cersosimo provide interdisciplinary corporate advice at the intersection of real estate, labour and employment law.

Practice head(s):

Henry Lang

Testimonials

‘They always respond with agility and precision. They get to the core of the matter and identify the smaller details and issues so that they can provide a deeper analysis.’

‘The team is exceptional. They are always available to resolve our problems in a professional manner and with solid support. Their response time is very good and the team makes sure that its answers and explanations can be understood by people who don’t have legal knowledge.’

‘Henry Lang and Milena Jaikel are very pleasant and respectful, and are always available to offer advice to deal with our concerns and problems. We can always be sure that any matter in the hands of Henry Lang and his team will be resolved and we won’t have any problems.’

‘Henry Lang is the very finest attorney I have ever worked with. He is an expert communicator with perfect bilingual language skills and has always protected me and the businesses I have represented with great skill and caring.’

‘Juan Carlos Cersosimo is an excellent communicator and is very strong on real estate issues.’

‘The Lang team is very good. One of its strong points is its follow-up on cases and as always Henry Lang sets a standard which his team meets.’

‘They look for answers, follow up constantly on matters, and keep clients updated on how the case is going. Milena Jaikel is one of the standouts. It is also worth highlighting the personal attention which Henry Lang gives to cases.’

Key clients

Bill Gosling Outsourcing

Microsoft Corporation

MasterCard

Eurofins

Little Caesars

Builder Homesite

Nitinol Devices & Components/Cofluent

Indian Industries

United Collection Bureau

Sensient Technologies Corporation

Smart Fit

Cloudpay

ATL Technologies

Biomerics

Work highlights

  • Assisted Bill Gosling Outsourcing with the establishment of its corporate presence in Costa Rica
  • Providing day-to-day corporate advice to Microsoft Corporation, including assisting with contract negotiations and free trade zone regime issues
  • Acted as Costa Rican attorneys for Eurofins in the implementation of the expansion of its Costa Rican operations

Oller Abogados

Oller Abogados advises on M&A, company restructuring and contracts, and also has a particular focus on the free trade zone regime, investments, and matters in the gas and oil industry. The corporate department is spearheaded by founding partner Pedro Oller and Ricardo Vargas, who is also knowledgeable about tax law and litigation. Associate Yaliam Jaime provides key support, particularly in matters related to contracts and agreement reviews.

Practice head(s):

Pedro Oller; Ricardo Vargas

Key clients

Petróleos Delta

Copa Airlines

Western Union

Experian Services

McKinsey

Promoción Médica

Acciona Agua

IDOM

Abelan/Solidus Solutions

Sylvannia

Cirsa

WRB Energy

Work highlights

  • Assisted Abelan/Solidus Solutions with the restructuring of a Costa Rican subsidiary
  • Assisted Zija Costa Rica Services International with closing its commercial operations in the country
  • Advised Petróleos Delta on the acquisition of a gas station property and its permits

Sfera Legal

When it comes to M&A transactions, Sfera Legal makes use of its regional presence to advise businesses and investors. The corporate team 'with a great deal of knowledge' is led by Eric Scharf and also advises on day-to-day corporate matters. Furthermore, the practice has a growing antitrust offering, particularly in the field of merger control filings, which benefits from the competition law expertise of associate Mariana Castro. The firm also fields a dedicated insurance department.

Practice head(s):

Eric Scharf

Testimonials

‘It is a young team with a great deal of knowledge and the ability to keep the client informed, which generates confidence.’

‘Their client service and follow-up on cases makes them stand out.’

‘The team is committed to customer service and has really gone above and beyond to support me and my firm, along with being great people to work with.’

‘They are active in all aspects of legal practice but they are especially strong in M ​&A and real estate.’

Key clients

Mabe

Sony

BioMar Group

Panamerican Life Insurance

Numar

SLB-PDC

Banco GyT Continental

Coopeleche

Fernández Aguilar

Kuiki Credit

Cheetah Digital

LatAm Logistic Properties

Philip Morris International/Tabacalera Costarricense

Ríos Tropicales Group

Eliseo Vargas Constructora

Establishments Labs

Abbott Laboratories

Natural Aloe

Laboratorios Raven

Work highlights

  • Advised shareholders of Laboratorio Químico Lambda on its acquisition by AGQ Labs
  • Acted for the owners of Grupo Data CC Holding Costa Rica in the sale of 75% of its shares to Brazilian company Green4T
  • Advising Kuiki Credit on all corporate matters, including the drafting and preparation of model contracts, complex contract drafting, consumer claims and financial structuring

Magnalex Abogados

New to the ranking this year, full-service firm Magnalex Abogados handles day-to-day matters in the corporate field and also provides specialised advice on issues such as fintech and digital transformation processes. Department head Marielena Mora Schlager and her team are regularly instructed by local as well as multinational corporations and credit unions in particular.

Practice head(s):

Marielena Mora Schlager

Nassar Abogados

The team at Nassar Abogados advises clients on corporate issues such as the relationship between shareholders and different corporate bodies and contracts. Tomás Nassar is a notable practitioner.