Corporate and M&A in Honduras

Aguilar Castillo Love

The market-leading corporate and M&A team at Aguilar Castillo Love has a broad practice, spanning M&A, corporate finance, shareholders' agreements, commercial issues and day-to-day corporate matters. The team acts for major domestic and international clients, with the e-money, healthcare, renewable energy, construction and logistics sectors just some of the areas where it has seen a recent increase in work. The Central American firm is also well placed to assist clients in their regional expansion. Managing partner Enrique Rodríguez Burchard and Juan José Alcerro Milla lead the team; Alcerro Milla brings particular strength in M&A, commercial investments and antitrust issues to the practice. Carolina Aguirre Larios is another key member of the team at partner level, while the strong cohort of associates includes Víctor Alejandro MartínezOndina María Santos and Leonel Contreras.

Practice head(s):

Enrique Rodríguez Burchard; Juan José Alcerro Milla

Testimonials

‘What makes Aguilar Castillo Love unique is their attention to their client’s needs in all areas of the law. The firm is multi-faceted and able to assist corporate clients in all areas, equipping them to achieve their objectives. Our organisation has been working with ACL for several years, and they have proved to be an essential partner for our mission.’

‘They have a talented team of attorneys, all of whom conduct themselves with the highest level of integrity and professionalism.’

‘We have been working with Victor Alejandro Martínez, Leonel Contreras and Juan José Alcerra. Whenever we need support, their response time is exceptional, and they always take the time to understand how the work relates to the bigger mission of our organisation. We consider all three to be an integral part of our team in Honduras.’

Key clients

Aura Minerals

Cargill

The Provident Bank

Grupo Financiero Ficohsa

Corporación Flores

Cementos Argos Honduras

Grupo Intur

Productos Roche

Energía Solar Centroamericana

GE Medical Systems

Work highlights

  • Advising Astra Honduras on the planned regional expansion of its TENGO brand for systems payment, e-wallet and microfinance services.
  • Advised International Corpthor on various issues following its sale of Seajoy Seafood Corporation to Cooke.
  • Advising Astra Honduras on its potential incorporation as a non-financial entity that renders e-money services in Honduras (INDEL).

Arias

The experienced team at Arias has remained active in M&A despite the Covid-19 pandemic, and has taken advantage of its position as a regional firm to handle a number of multi-jurisdictional transactions. A case in point was its advice to Delivery Hero on its acquisition of Glovo's operations in Latin America, where it worked alongside the firm's offices in Guatemala and Costa Rica. Managing partner and practice co-head Evangelina Lardizábal brings experience in the financial services, insurance, energy and real estate sectors to the team, while fellow co-head Mario Agüero is particularly experienced in advising international companies on the restructuring of their local operations, particularly in heavily regulated sectors. Lardizábal also coordinates the firm's involvement in the Familias Unidas pro bono initiative launched by the Vance Centre in New York to aid migrants from Central America. The department also benefits from having a sizeable team of associates, including Antonio Montes, who stands out for his antitrust expertise, regularly assisting with pre-merger notifications to the Honduran competition regulator.

Practice head(s):

Evangelina Lardizábal; Mario Agüero

Key clients

Tegra

Imperial Brands

Ascendant Resources

High Power Petroleum

Energia Cinco Estrellas

Agencia Global

Inversiones AG (McDonald’s)

Abbott Laboratories

Mondelēz

Work highlights

  • Advised Imperial Brands on the sale of Honduran cigar producer La Flor de Copán as part of the sale of its worldwide Premium Cigars businesses to a consortium of individual investors.
  • Advised Delivery Hero on the purchase of Glovo’s operations in Costa Rica, Honduras and Guatemala, as part of its expansion in Latin America.
  • Advised Ascendant Resources on the sale of 100% of its shares in mining company American Pacific Honduras (AMPAC) to Panamanian company Kirungu Corporation.

Consortium Legal

Consortium Legal regularly handles regional M&A transactions for national and international clients, where it works closely with the firm's offices in other Central American jurisdictions. In addition, the team advises on commercial agreements, including franchise, distribution and agency agreements, and incorporations. The firm also places an emphasis on corporate social responsibility: it is a member of the Central American Integration Network for Corporate Social Responsibility (Integrarse), a regional alliance promoting sustainability, and offers pro bono support to non-governmental organisations operating in the region. José Rafael Rivera is highly experienced in M&A in Honduras and Central America; he leads the team alongside José Ramón Paz Morales, who advises on capital markets matters, cross-border M&A and group reorganisations (as well as leading the firm's participation in the Vance Centre's Familias Unidas initiative, working pro bono with US immigration lawyers to assist Central American migrants). José Ramón Paz Padilla is also noted for his corporate finance expertise.

Practice head(s):

José Rafael Rivera; José Ramón Paz Morales

Key clients

Financiera Credi Q

Banco de Honduras

Confianza SA-FGR

BCIE

Nestlé

ASSA Seguros

BATCA

Cerberus Business Finance

Work highlights

  • Assisting United Airlines with carrying out a corporate and financing due diligence.
  • Advised Cerberus Business Finance on a syndicated loan to Lowell Acquisition to finance the acquisition of a series of companies of New Holland in Central America.
  • Advised Confianza SA-FGR on the administration of mutual guarantee funds financed by the Government of Honduras to support micro, small and medium-sized businesses during the Covid-19 pandemic.

BLP

The 'strong and experienced' team at regional firm BLP handles due diligence, day-to-day corporate issues and M&A transactions in Honduras and across Central America. The energy sector is a significant area of expertise, but the team also acts for a wide range of clients including financial, aviation, consumer products, retail, and food and beverages companies. In addition, the firm offers pro bono advice through its region-wide BLP Foundation to non-governmental organisations and social projects. The team is led by José Miguel Álvarez, energy expert Karla Aguilar and Adolfo Pineda, who brings additional expertise in labour issues to the table. Senior associate Roy Zavala is also noted for his strength in antitrust matters.

Practice head(s):

José Miguel Álvarez; Karla Aguilar; Adolfo Pineda

Testimonials

‘As it is a multi-disciplinary team with experts in different areas of law, they can deal with all of my requirements, however small. The younger lawyers are very well trained, so they can usually resolve my problems without having to trouble the partners.’

‘José Miguel Álvarez acts like a leader; when I have dealt with complex legal problems, he has always been able to coordinate with the other partners and associates and resolve my issues in record time. I think his organisational ability is the greatest bonus of the practice.’

‘BLP has very senior partners, which gives clients confidence and makes it a strong and experienced team. The added value of BLP is that many of its partners have a background in various government entities and private enterprises, so they are aware of the biggest challenges and can propose solutions.’

Key clients

BID Invest

Banco Financiera Comercial Hondureña

Eco.business Fund

Energía Eólica de Honduras

Avianca

Quala

Unilever

Walmart

PepsiCo

Boquitas Fiesta

Producción de Energía Solar y Demás Renovables (PRODERSSA)

Work highlights

  • Advising Quala Guatemala on corporate, compliance, competition and acquisition matters, including the notification of its merger with Societé Des Produits Nestlé to the Honduran Commission for the Defence and Promotion of Competition.
  • Advising Producción de Energía Solar y Demás Renovables (PRODERSSA) on corporate and energy matters, including a request for the approval of an economic development, social development or public interest project by the Honduran Institute of Tourism.
  • Advised Willis Towers Watson on the acquisitions of insurance brokers in the Central American region, as well as general corporate, regulatory and public law issues.

García & Bodán

Regional firm García & Bodán fields an 'accessible and available' corporate practice with experience in cross-border matters, M&A and the establishment of operations of international companies in Honduras. The team, which advises a broad client base of regional and multinational companies, has particular strength in highly regulated sectors, including energy, infrastructure and insurance. Practice head and managing partner Vanessa Oquelí is experienced in M&A and investments, while Ricardo Duarte, who has additional strength in labour matters, and Godofredo Siercke are also key partners in the team. Senior associate Miguel Zapata, who is managing director of the firm's office in San Pedro Sula, and associate Gabriela Aguirre are also noted.

Practice head(s):

Vanessa Oquelí

Testimonials

‘The team stay up to date with developments in the different areas of law where they have experience.’

‘They are always accessible and available, and handle matters promptly and thoroughly.’

‘Vanessa Oquelí and Gabriela Aguirre stand out for their friendliness and timely follow-up on matters.’

Key clients

Aerovías de México (Aeroméxico)

Arch Reinsurance

AJE Group (Big Cola)

Gildan

Grupo Monge

INCAE Business School

Knoah Solutions

Payless ShoeSource

Cargill

United Airlines

Comercial Laeizs

Work highlights

  • Advising Intelsat on the renewal of licences for satellite services in Honduras.
  • Assisting Aerolitoral in proceedings before the aviation and regulatory authorities to obtain the renewal of its licence for passenger and cargo transportation.

Bufete Gutiérrez Falla & Asociados

A full-service domestic firm, Bufete Gutiérrez Falla & Asociados handles a wide range of corporate work, including M&A and the opening of Honduran branches of international companies, and it is also well versed in commercial and competition matters. The firm, which is the Lex Mundi member for Honduras, has recently added several new clients, including Puma Energy, to its roster of regional and multinational companies, and has been particularly active in M&A involving the sale of local businesses to foreign companies. Managing partner Mauricio Villeda Jr and firm co-founder Mauricio Villeda Bermúdez lead the team. Eduardo Pedemonte, whose broad practice covers corporate, insurance and IP matters, is also noted.

Practice head(s):

Mauricio Villeda Jr.; Mauricio Villeda Bermúdez

Key clients

Electrum

BL Harbert International

Puma Energy

Kirungu Corporation

Standard Food Company (Dole)

Gaspro

HAS Development Corporation

Banco Ficohsa

Gabriel Couto

The Church of Jesus Christ of Latter-Day Saints

MAN Energy Solutions

United States Embassy in Honduras

CaribX

Work highlights

  • Advised Panamanian company Kirungu Corporation on the purchase of Ascendant Resources’ shares in its Honduran subsidiary American Pacific Honduras, which owns the El Mochito mine in Honduras.

López Rodezno & Asociados

Well-established domestic firm López Rodezno & Asociados has notable experience advising on M&A, particularly in the financial services sector, and on commercial contracts including agency, representation and distribution agreements. René López Rodezno leads the corporate and M&A team, while Fernando Fiallos Gutiérrez heads the commercial practice. Jorge López Loewenberg is also a key contact.

CENTRAL LAW

With a notable regional presence, Central Law is particularly well versed in advising multinational companies on the expansion of their operations in Latin America, regularly working alongside the firm's other Central American offices. The 'responsive' team is also experienced in assisting both local and international clients with incorporations and distribution and franchise agreements. Having opened two new offices in San Pedro Sula in May 2021, the firm now has three offices in the country's industrial hub, led by Jesús Humberto Medina-Alva and labour law expert Ricardo Padilla, while Claribel Medina De León and senior associate Marcela Aguilar are based in the Tegucigalpa office.

Practice head(s):

Jesús Humberto Medina-Alva

Testimonials

‘I have worked with Central Law on various matters including in the corporate area for our clients with operations in Honduras. The team has always been responsive and provided great advice.’

Work highlights

  • Advising medical imaging equipment and healthcare company DISS on the incorporation of a branch in Honduras.
  • Advising US healthcare company Baxter on distribution and other agreements for its operations in the region.
  • Advising water, hygiene and energy services company Ecolab on its daily business operations in Central America.

ECIJA

ECIJA's highly regarded corporate team advises national and international clients on general corporate matters, restructurings, M&A, regional expansions and the closure of operations in Honduras. As part of ECIJA's extensive network in Europe and Latin America, the Honduras office offers a wealth of additional resources to clients, including ECIJA Tech, a legaltech and cybersecurity service which assists with the digitisation of clients' legal departments and the reduction of associated costs. Rosalinda Cruz Sequeira, who has significant strength in corporate matters in the financial services and insurance sectors, leads the team with Roberto Williams.

Practice head(s):

Rosalinda Cruz Sequeira; Roberto Williams

Testimonials

‘They get to know their clients and support them as a team, without any ego, always keeping the best interests of the company in mind.’

‘Rosalinda Cruz is always available to assist us and can quickly seek out the solution to our problem.’

‘They are attentive to clients.’

‘The team handles cases in an agile manner and has the right contacts to keep things moving forwards.’

Key clients

Cure International

Stendhal Americas

Bolsa Centroamericana de Valores

CMA CGM

Pisos y Mármoles/Ferco

Distribuidora La Florida (Fifco)

Assa Compañía de Seguros, Sucursal Honduras

Pinturas Sur Honduras

Ahern International de Centroamerica

Work highlights

  • Advised Stendhal Americas on a service agreement with Biogen International for the marketing of the drug Nusinersena, under the brand name Spinraza, throughout Latin America.
  • Providing ongoing advice to the board of directors of the Central American Stock Exchange, Bolsa Centroamericana de Valores.
  • Advised Pisos y Mármoles/Ferco on a maximum share capital increase of more than $3m to satisfy its obligations with a foreign creditor and expand Ferco stores in Honduras.

Lexincorp

Lexincorp continued to expand its growing corporate department with the arrivals of associates Diego Granada, previously chief legal officer at Nacional de Ingenieros Electromecánica, in January 2021 and Haixa Salgado, also from an in-house role, in November 2020. The regional firm is experienced in advising multinational companies on establishing branches in Honduras, as well as on M&A and corporate governance and commercial issues. Among other areas, the team has expertise in the energy and infrastructure sectors. 'Excellent lawyersBenito Zelaya (who is also the Honduras managing partner) and Engels Zelaya lead the team, while Nora Amaya provides additional experience in commercial and banking matters.

Practice head(s):

Benito Zelaya; Engels Zelaya

Testimonials

‘The team stands out for its responsiveness and experience.’

‘Benito Zelaya and Engels Zelaya are excellent lawyers who set themselves apart through their knowledge and rapid responses to our queries. They always find a solution to our problems.’

Key clients

Secretaría de Infraestructura y Servicios Públicos (Insep)

Grupo Uma

Colegio de Ingenieros de Honduras

Grupo Monge

Pronavida

Genesis Energías

Total Eren

Work highlights

  • Advised Grupo Monge on the terms and conditions, online contracts, administrative and regulatory requirements and payment infrastructure required to set up online operations during the pandemic.
  • Advised Grupo Uma, the distributor of Bajaj vehicles in Honduras, on its registration as a non-financial regulated corporation with the National Commission of Banks and Insurance.
  • Advising Colegio de Ingenieros de Honduras on corporate governance matters and its day-to-day operations.

Dentons Muñoz Zacapa

'Highly skilled' and 'with vast experience', the corporate practice at Dentons Muñoz Zacapa focuses primarily on advising foreign companies on setting up operations in Honduras, as well as assisting with corporate governance issues and compliance work. The team, which also works alongside the other offices which form part of Dentons' Central American arm, has recently brought on board a number of new multinational clients and is experienced in the energy, infrastructure, healthcare and distribution sectors, among others. Senior partner Gustavo Zacapa and managing partner Arturo Zacapa lead the practice.

Practice head(s):

Gustavo Zacapa; Arturo Zacapa

Testimonials

‘The team is highly skilled in corporate matters, with vast experience.’

‘They stand out for their experience and determination to find solutions.’

‘The firm has advised our business on all of our undertakings in Central America. It is an extremely professional and responsible team, which did everything to ensure we complied with all of our legal and tax obligations.’

‘They have good relationships with the government authorities, which facilitates the possibility of undertaking new projects in Central America. The firm has always acted in the best interests of our company.’

‘Dentons Muñoz Zacapa is well known in Honduras as the first global firm with a presence in the country and in the region of Central America; this has produced an unmatched combination of resources, networks, and renowned and capable lawyers.’

‘Gustavo Zacapa is a senior lawyer with an outstanding level of experience and ability, who provides a high quality of service when handling corporate matters for his clients.’ 

‘Arturo Zacapa’s personal and professional qualities combine to create a great skill for building relationships with clients, getting to know their requirements, and dealing with and resolving complex legal issues, delivering highly satisfactory results.’

Latamlex / Matamoros Batson y Asociados

The experienced Dennis Matamoros Batson leads the team at Latamlex / Matamoros Batson y Asociados, the Honduran branch of the regional Latamlex network. The practice handles a wide range of corporate and commercial matters, including the establishment of corporations and distribution agreements.

Mayora & Mayora, S.C.

The team at Mayora & Mayora, S.C. 'works well together to deal with matters thoroughly and within the required timeframe'. It has seen an increase in corporate work in a range of sectors, including construction, telecoms, hospitality and transportation, regularly assisting its solid domestic client base with corporate governance and commercial issues. The firm has a strong presence in Honduras, with offices in both the capital of Tegucigalpa and in the industrial centre of San Pedro Sula, and also handles regional deals with the assistance of its offices in Guatemala and El Salvador. 'Highly respected' managing partner Odín Guillén Leíva leads the practice.

Practice head(s):

Odín Guillén Leiva

Testimonials

‘They keep us informed, seek input and are available whenever needed, especially during a crisis. Their accessibility is so essential to us. Because we are not on site in Honduras, we rely on this team to handle all legal issues, which are diverse and sometimes critical. They have proven many times that our faith in them is justified. I have recommended them to friends and family.’

‘Odín Guillén has worked with us from the beginning of our relationship with Mayora & Mayora. He exhibits so many qualities needed for legal representation. First, he is a great listener, discusses options and sets high standards of services for all associates he supervises. He manages to always make us feel he has time for us. He brings a quiet, respectful and friendly demeanour to every situation in which I have seen him involved, an important skill when dealing with difficult negotiations. I know he is highly respected by those who consider him their mentor.’

‘The team is organised and works well together to deal with matters thoroughly and within the required timeframe.’

Key clients

Galeas Arquitectos

Teca

Desarrollos Mir

Diunsa

Credimas

Agrinsa

Latam Hotel Corporation (Hyatt)

Transnetwork

Hermes International

Willingham Group

Work highlights

  • Providing ongoing corporate, commercial and corporate governance advice to Galeas Arquitectos.
  • Assisting Agromotores Industriales with corporate and commercial issues, stock distribution and corporate governance changes.
  • Providing corporate, commercial and labour advice to Latam Hotel Corporation (Hyatt) regarding its hotels in Tegucigalpa and San Pedro Sula, particularly in relation to the Covid-19 pandemic.