International Corporate Law
Legal and strategic assistance for companies, SMEs, and international business ventures international
I work alongside entrepreneurs, small and medium-sized enterprises (SMEs), investors, and individuals to establish, structure, and reorganize businesses in Italy, Spain, Switzerland, and the Dominican Republic—from the initial idea through governance to expansion into new markets.
From the Idea to the Business Structure
An international initiative does not require an established company or a fully defined project to get started.
Whether it’s an idea, an existing business, or a desire to enter a new market, it’s important to identify the most appropriate corporate, contractual, and strategic structure before making any significant commitments.
A business idea or a skill to turn into a structured business
A joint venture among partners who contribute different resources (capital, expertise, connections)
An SME or established company seeking to enter a new market (Italy, Spain, Switzerland, the Dominican Republic)
A partnership or joint venture with local operators and partners
Real estate or asset investments that require dedicated corporate vehicles or holding company structures
Services and Areas of Intervention
01
Internationalization of SMEs and Strategic Partnerships
Operational Structures: Incorporation of companies; establishment of branches, subsidiaries, secondary offices, or special-purpose vehicles (SPVs).
Partnerships and Joint Ventures: Defining agreements, capital contributions, profit distribution, confidentiality, non-competition, and managing any disputes without immediately forming a company.
02
Corporate Structure and Geographic Focus
Italy: S.r.l. for SMEs and operational activities; S.p.A. for projects requiring significant capital.
Spain: S.L. and S.L.U. (single-member) for sole proprietors and small and medium-sized enterprises; S.A. for large-scale operations.
Switzerland: GmbH for SMEs and family-owned businesses; AG for complex structures or those organized as holding companies.
Dominican Republic: S.R.L., S.A.S., or S.A. for commercial, tourism, real estate, or local development investments.
03
Shareholdings, Corporate Governance, and Shareholder Agreements
Drafting of customized bylaws and regulations governing decision-making quorums.
Shareholder agreements to govern the admission of investors, the transfer of equity interests, and exit clauses.
Business continuity plans and preventive management of deadlock situations.
04
Brand Protection and Intellectual Property
Prior art searches, filing, and registration of trademarks and trade names.
International protection strategies in target countries and licensing agreements.
The 7-Step Method: From Idea to Implementation
To turn a project into a concrete, secure structure, the process follows a defined path:
PHASE 1
Understanding the Concept: Analysis of the Business Model and Entrepreneurial Goals.
PHASE 2
Market Assessment and Structure: Identification of Countries, Regulations, Resources, and Operational Models.
STEP 3
Identity Protection: Trademark Registration and Intellectual Property Protection.
STEP 4
Corporate Structure: Determining the legal form, ownership interests, and liabilities.
STEP 5
Agreements between shareholders and partners: drafting of articles of incorporation, shareholders’ agreements, and partnership agreements.
STEP 6
Incorporation and Registration: Coordination with notaries, tax attorneys, certified public accountants, and local registries.
STEP 7
Startup and Growth: Ongoing support for contractual matters, investor onboarding, or reorganizations.
Do you still have any doubts?
FAQs on International Corporate Law
I only have an idea or professional expertise: Is it helpful to seek advice before incorporating?
Yes. Planning in advance how shares will be allocated, the legal structure, and trademark protection helps avoid costly changes later on.
What is the difference between starting a new company and establishing a subsidiary or branch abroad?
A new company creates a separate legal entity. A subsidiary or branch is an extension of the parent company. The choice depends on liability, tax considerations, and the level of autonomy required.
Is it possible to form a company with a single shareholder in Spain?
Yes, through a Sociedad de Responsabilidad Limitada Unipersonal (S.L.U.), which is ideal for sole proprietors who wish to limit their personal liability.
How do you set up a holding company in Switzerland?
A holding company is not a separate type of corporation, but rather a function performed by a company established to hold equity interests in other entities, while evaluating the related financial and tax considerations.
How do you calculate the percentage of ownership shares if one partner contributes labor and another contributes capital?
The assessment is not limited to initial capital: responsibilities, skills, relationships, and intellectual property are also evaluated, and these relationships are governed by the articles of incorporation.
Do you have a business idea, or do you want to expand your business abroad?
Before entering into significant corporate or financial commitments, it is essential to define the legal structure, governance, and relationships among the parties.
Ana Maria Duverge Montero
I am a lawyer who practices internationally; for years, I have been assisting individuals and businesses who wish to invest, relocate, or work between Europe and the Dominican Republic.
I combine international legal expertise with a practical understanding of cultural differences, legal systems, and negotiation practices in various countries.
This allows me to offer you:
truly effective cross-border legal advice;
protection for international investments;
assistance with the formation of foreign companies;
assistance with relocation and residency in Italy, Spain, or the Dominican Republic;
Professional management of business relationships between companies in different countries.
