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Corporate and Special Projects

Corporate and Special Projects BW

“In our practice, we not only provide in-depth legal solutions to complex legal and business issues and transactions, but also protect and add value to each client’s interests and business objectives.”

Beyond providing in-depth legal solutions to complex legal and business issues and transactions that protect and add value to each client’s interests and business objectives, the firm functions to guarantee clients quality and timely service according to their needs.

All these are hinged on the group’s expertise on the nuances of corporate and commercial law, as well as each lawyer’s skill in negotiating and closing deals.

  • Mergers and Acquisitions

    The firm’s lawyers have immense experience in mergers and acquisitions – often advising clients on the potential legal risks of their transactions.

    With a full complement of able attorneys, the group has the ability to conduct due diligence audits within a reasonable timeframe and always with intent of achieving the clients’ objectives while in the process of forging partnerships and joint ventures, corporate divestments, buy-outs, dissolutions, liquidations, and spin-offs.

    The group also assists in drafting and negotiating complex agreements to implement the contemplated transactions, consistently incorporating the most tax-efficient structure.

  • Capital Markets, Securities Regulation & Finance

    The firm provides transactional advice on raising capital through debt, equity or other securities – covering legal issues relating to the issuance of securities such as equities, bonds, commercial papers, pre-need plans and structured products.

    With a roster of clients that includes some of the most distinguished multinational corporations and publicly listed companies, the group also assists with the regulatory requirements of public offerings, private placements and stock exchange listings, and helps clients in complying with mandatory disclosure and other governance requirements.

  • Banking & Finance

    The group’s lawyers handle various types of lending and security transactions – from the simplest to the most complex – such as syndicated loans, structured finance, project finance, and asset finance. With clients that include corporate borrowers, banks and financial institutions, both local and foreign, the firm routinely provides regulatory and compliance advice as well.

  • Debt Restructuring & Corporate Reorganization

    With managing credit being a primary concern in any business, the firm has time and again proven itself indispensible by finding ways to minimize the time and cost involved in handling its clients’ debts. The key here is effective debt restructuring and developing plans to restore corporations to a viable financial position.

    The group also represents and advises creditors in pursuing effective fiscal strategies and remedies that protect their rights and help recover their share in the debtor’s remaining assets. The firm – particularly in the negotiation and implementation of their rehabilitation plans, debt restructuring agreements, loan and security agreements, and other similar contracts – represents debtors as well.

    For its clients, the group’s team of lawyers gives advice on insolvency risks in structuring transactions and securitizations, and assists in the review of loan securities, negotiating forbearance agreements and enforcing guarantees, as well as in the planning, preparation and negotiation of informal and formal proposals, compromises or other arrangements.

  • Gaming Law

    The firm provides comprehensive legal services on business and regulatory matters related to gaming laws and regulations, and project development. The group represents clients who are gaming-industry owners, gaming equipment manufacturers and distributors, and developers of integrated gaming and entertainment facilities.

    The group’s crack team of lawyers offers counsel on a broad spectrum of issues and areas indispensable to the gaming industry. These include compliance with nationality restrictions, incentives, obtaining licenses and registrations required for gaming operations, contract drafting, negotiation and review, taxation, and national and local government relations, including representation before the Philippine Amusement and Gaming Corporation, the Cagayan Economic Zone Authority and First Cagayan Leisure and Resorts Corporation, the Games and Amusements Board and the Philippine Racing Commission.

  • Property Development & Real Estate Transactions

    The firm manages the legal aspects of real estate transactions and construction projects, providing its clients comprehensive legal assistance – such as advice, innovative solutions and responsive documentation – at all stages of various property development projects.

    Key to the group’s servicing clients in property development and real estate transactions is assisting developers of commercial, residential, industrial, and mixed-use projects – economic zones and information technology parks and buildings included – in meeting the rules and regulations of relevant government agencies and local government units.

    The group also assists investors in understanding the Philippine real estate market; addressing key transactional issues – including land reclassification and conversion; aiding clients in the preparation and negotiation of joint development agreements, construction contracts and related agreements; advising parties in workouts, financing and restructuring arrangements that involve real property; as well as the structuring of transactions to ensure tax efficiency.

  • Tourism & Leisure

    Decades of expertise of its lawyers in handling the needs of clients in the tourism and leisure industries have put the firm in an excellent position to help in the development and promotion of a robust tourism industry that is sustainable, responsible, participative, culturally sensitive, economically viable, and ethically and socially equitable for local communities, consistent with the Tourism Act of 2009.

    The group also advises and assists in the forging of public and private sector cooperation and partnerships to achieve and maintain international standards of excellence in tourism enterprises and to promote the country as a safe and wholesome tourist destination.

  • Immigration

    The firm renders comprehensive advice and assistance to both corporations and individuals on Philippine immigration and citizenship laws.

    Our lawyers’ in-depth expertise in immigration laws, rules and regulations and extensive experience in appearing before various Philippine governmental agencies involved in the implementation and enforcement of immigration laws allow us to expeditiously secure for our clients the proper Philippine visas and employment permits, such as, but not limited to, Pre-Arranged Employee’s 9(g) Visas, Temporary Visitor’s 9(a) Visas, Special Non-Immigrant 47(a)(2) Visas, Alien Certificate of Registration Identity Cards (ACR I-Cards), Special Work Permits, Provisional Work Permits, and Alien Employment Permits. Where necessary, we also liaise with Philippine embassies and consulates in foreign jurisdictions to assist clients in obtaining the proper visas that will enable them to travel to and work in the Philippines.

    The firm also provides timely assistance to foreign individuals in obtaining quota and other types of immigrant visas, retiree’s visas, Bureau of Quarantine (BOQ) medical clearances and Emigration Clearance Certificates and also advises and represents clients in downgrading of visa applications, the acquisition, recognition and reacquisition of Philippine citizenship, naturalization proceedings as well as deportation and exclusion proceedings, including the issuance or lifting of hold departure orders and inclusion or deletion from the immigration blacklist.

Contact Persons:

Manuel L. Manaligod, Jr. | Senior Partner
ml.manaligod@cruzmarcelo.com

Aida Araceli G. Roxas-Rivera | Senior Partner
dr.rivera@cruzmarcelo.com

Rosa Michele C. Bagtas | Senior Partner
rm.bagtas@cruzmarcelo.com

Pancho G. Umali | Partner
pg.umali@cruzmarcelo.com