Services folder

2

MLVV Advogados - Moura, Lamounier, Valadares and Vulcanis - is a law firm guided by the principles of excellent care of its clients and quality of its legal services. With experienced and qualified professionals in the administrative, corporate and regulatory practice areas, its primary purpose is to offer solutions that contribute to the business growth of its clients.

Founded from the union between Walter Moura Advogados Associados and Ana Luiza Ribeiro Valadares and Andréa Vulcanis, MLVV is a firm prepared to provide agile, creative and effective solutions to a wide range of legal needs.

The firm prides itself on maintaining a close relationship and a strong partnership with its clients, based on availability, dialogue, responsibility and commitment to goals and budgets. This interaction is what allows problems to be anticipated and prevented, and also opportunities to be foreseen and seized.

MLVV developed an extensive work platform to service the legal operations of all types of corporations, civic associations and organizations, governmental agencies and their representatives.

All work is done with an understanding of the language of business and the client’s real needs. The services are based on a stringent legal analysis and mapping of risks, always in a results-committed approach.

MLVV is a socially engaged firm that adopts socially and environmentally responsible practices, works pro-bono in defense of non-governmental organizations in general interest cases and actions, leads theoretical, practical and science of law initiatives and is dedicated to professional training in its specialty areas.

The Firm

3

The service, expertise and experience in the market and at the main levels of the three branches of government are the main differentials of MLVV.

Each case merits formation of its own work group, and the lawyers act as members of the client’s team, interfacing on a daily basis with its representatives and understanding its needs, always under the direct supervision of one of the partners, based on subject matter and specialty.

The firm’s partners have solidified their expertise by performing important government functions. In this capacity, they accompanied the development of markets and sector practices, establishing a practical, objective and strategic vision, essential to safely and efficiently conducting business.

Differential

Why should you engage MLVV?

� Deep knowledge of Brazilian legal practices and business in Brazil;

� Familiarity with the political and administrative environment driving the Brazilian economy;

� Corporate structure with personalized service in the Federal Capital;

� Commitment to deadlines and targets;

� Creative and effective solutions aligned with the client’s business;

� Focus on preventive counseling aimed at risk management;

� Proactive identification of new needs;

� Rigorous and regular communication on matters in progress;

� Proper staffing of projects;

� Availability for meetings, visits and filings, and for presentation and training;

� Academic and scientific vocation and social and environmental responsibility;

� Strategic partnerships across the country;

� Flexible fee charging methods, which are always clear, predictable and responsive to the client’s reality.

4

MLVV is always ready to provide highly qualified legal services in a variety of administrative, corporate and regulatory areas, especially at the appellate court level, as well as in environmental, urban planning, real estate, consumer relations, governmental and legislative processes (decision and rule making), media, advertising, Internet and telecommunications matters. Each of these practice areas, in turn, includes departments devoted to serving the diverse needs of its customers.

With a widely known reputation for providing advice, legal opinions and affidavits, MLVV professionals have a significant presence before the Federal Attorney General Office (AGU), Federal Authorities, Regulatory Agencies, Ministries and Congress, the Federal Audit Court (TCU), Superior Electoral Court (TSE), Federal Prosecution Office (MPF), Superior Court of Justice (STJ) and the Supreme Court (STF).

Beyond representation, the firm can advise legal and regulatory departments, acting further as a partner to lawyers or consultants that need support in specific areas or even a point of contact in Brasilia.

MLVV also maintains excellent relations with renowned offices throughout Brazil, enabling the exchange of professional services and perfect attendance to client requirements.

Practice Areas

Expertise

It is no longer necessary to hire a firm that understands a case’s merits and another that can process the case through the various decision-making levels, as MLVV combines these skills.

The firm’s partners have significant experience in the environmental, consumer, corporate, regulatory and communication sectors and at the high courts. This experience was obtained from years of service, providing a global and strategic vision of the decision-making process, hierarchies and relations that structure each one of these areas.

Based on this experience, MLVV can prepare claims for efficient processing that meet business needs, bringing solid theoretical knowledge to a specialized practice aimed at conducting cases in the political-governmental, legislative, regulatory and oversight spheres.

5

The main areas of expertise of the firm are:

Administrative

� Complete consultancy and legal advice to public agencies, public servants, unions, private entities, private entities, nonprofit organizations, NGOs, Public Interest Civil Society Organizations (OSCIPs) and social organizations, public and private consortia;

� Interface with local authorities like Brazilian Institute for the Environment and Natural Resources (IBAMA), National Institute for Rural Settlement and Agrarian Reform (INCRA), Chico Mendes Institute for Preservation of Environmental Biodiversity (ICMBio), National Transportation and Infrastructure Department (DNIT), Institute for Brazilian Patrimony and Culture (Iphan), National Information Technology Department (ITI), National Institute of Industrial Property (INPI), National Institute of Metrology, Standardization and Industrial Quality (Immetro), etc.) and regulatory agencies like National Telecommunications Agency (Anatel), National Land Transport Agency (ANTT), National Water Transport Agency (Antaq), National Film Agency (Ancine), National Health Surveillance Agency (Anvisa), National Electric Energy Agency (Aneel), National Petroleum, Gas and Biofuels Agency (ANP), National Mineral Production Department (DNPM), Brazilian Securities Commission (CVM), Administrative Economic Defense Council (Cade), Central Bank, among others;

� Advice on tenders, administrative contracts and management contracts;

� Structuring of public-private partnerships and project finance;

� Consultancy and advice on public service concessions and permits;

� Advice on taking annual, special and extraordinary accounts;

� Legal defense and representation in administrative proceedings in general, particularly in sanctioning, disciplinary, investigative and inquiry proceedings;

� Judicial representation in public civil actions, class actions and administrative corruption actions;

� Assistance in negotiations and agreements with public servant categories;

� Legal representation in individual and collective actions to recover lost wages, and to grant and review benefits.

Enviromental

� Legal, institutional and technical advice on environmental and urban planning matters, with interface on issues involving agribusiness, environmental and land compliance, demarcation of indigenous and quilombo territories, health, civil construction, real estate, energy, oil and gas, transportation and logistics, mining, telecommunications, among others;

� Advice, legal opinions and affidavits;

� Conducting complete environmental due diligence based on our own manual and with a multidisciplinary team according to large investment standards aimed at identifying and examining with intent to solve, manage and prevent the environmental liabilities and risks involved in the business;

� Relationship and dealings with the official stewards of the environment and urban planning, with the possibility of representing the client at negotiating tables, public hearings, technical events and other forums;

� Relationships and dealings with government officials and private agents with a history of defending conflicting interests, such as the Prosecution Office (State and Federal) and civic organizations;

6

� Organization and monitoring of industry issues, including surveying all laws applicable to the client’s activities with a monthly update of this legislation (spreadsheet of legal requirements);

� Organization and promotion of initiatives and exchanges of information and actions aimed at awareness of stakeholders such as workshops, seminars and cultural events;

� Accompaniment of clients at work and business meetings and before governmental and private bodies, providing all necessary technical and legal support. Interface with the client’s organizational bodies (Committees, Departments, Management, etc.) for general support and follow-up;

� Monitoring the development and revision of environmental and urban planning standards with the Ministry of the Environment (MMA), National Environmental Council (CONAMA), Brazilian Institute for the Environment and Natural Resources (IBAMA), Ministry of Health, Ministry of Cities, state and municipal environmental management, urban planning and health bodies;

� Support the processes of (i) environmental licensing (provisional license, license and operating license and permits), (ii) urban planning license, (iii) environmental violations that lead to fines and embargoes, (iv) cease and desist commitments, (v) regularization of conservation and public use lands and (vi) concessions in protected areas, among others.

Communications

� Legal, institutional and technical expertise in the mobile telephony, fixed telephony, radio, broadcasting, pay-tv, Internet, private networks, digital cities, satellites, software, audiovisual, entertainment, advertising and journalism;

� Advice, legal opinions and affidavits;

� Performance of prospective studies, evaluation of market strategies and business risks;

� Negotiation with potential investors and start-up companies or companies already established and preparation of relevant documentation for investments or sale of equity in Internet, data and MVNOs;

� Obtaining grants and registrations, guidance in the provision of services and advice for compliance with obligations established by laws and regulations;

� Monitoring of governmental decision-making process and formulation of public policies;

� Monitoring of legislation and regulatory development (including comments on new texts in force or submitted for public consultation);

� Relationship and dealings with government agencies, representing the client at negotiating tables, public hearings, technical events and other forums;

� Representation before the National Telecommunications Agency (Anatel), the National Film Agency (Ancine) and related ministries in all administrative procedures, including sanctions;

� Representation before Ministries, the Superior Electoral Court (TSE) and the Electoral Courts of Appeal (TREs), Federal Attorney General (AGU), Federal Court of Audit (TCU) and the Federal Prosecution Office (MPF);

� Strategic litigation in Brazil and particularly at Federal Courts of Appeal and before the High Courts (Supreme Court and Superior Court of Justice);

� Expertise in judicial and administrative proceedings, including on Fust (Telecommunication Universalization Fund), Fistel (Telecommunications Oversight Fund), Funttel (Telecommunications Technology Development Fund) and Condecine (Film Industry Development Fund) contributions;

7

� Negotiation of contracts for purchase of equipment, licensing of antennas, sharing infrastructure, easements, maintenance and operation agreements, end user and service plan agreements;

� Assistance to producers, distributors and sponsors in the structuring of artistic productions and raising of incentive funds;

� Drafting and negotiating contracts for concerts and events, as well as legal assistance to artists and personalities from media and general entertainment industries;

� Advising, drafting and negotiating electronic and content use agreements, hosting, co-branding, co-location, software licensing, information technology equipment distribution or supply, development of solutions and integration of systems, information technology outsourcing operation and service level agreements (SLAs);

� Advice and consultancy in certification of signatures, implementation of electronic auctions, database protection, consumer law, electronic contracting, encryption and security, and monitoring of legislative bills;

� Drafting, review and negotiation of legal instruments for formation of market places for e-procurement and e-business platforms;

� Organization and promotion of initiatives and exchanges of information and actions aimed at stakeholder awareness such as workshops, seminars and cultural events;

� Accompaniment of clients at work and business meetings and before governmental and private bodies, providing all necessary technical and legal support.

� Interface with the client’s organization bodies (Committees, Department, Management, etc.) for general support and follow-up.

Consumer

� Assistance in preparing operating manuals, drafting contracts and material for dissemination in advertising campaigns for consumer goods and services;

� Guidance on specific issues before consumer protection agencies and monitoring of administrative and judicial proceedings involving complaints and compensation claims from consumers;

� Guidance to companies for consumer relationships, including assistance in call center operations and organization of database and use of information.

Litigation

� Civil litigation with emphasis in the federal capital, drafting, monitoring, filing and supporting the arguments before the ordinary courts of Brasilia, Federal District and the High Courts (Federal Courts of Appeal, Superior Court of Justice and Supreme Court);

� Expertise in direct unconstitutionality actions, declaratory actions of constitutionality and breach of legal precept claims before the Supreme Court, both as a petitioner of the action, as well as amicus curiae. Claims of unconstitutionality before the State Courts of Appeal;

� Representation in Special Appeals, with emphasis on Repetitive Appeals as well as Extraordinary Appeals and processes for promulgation of Binding Precedents;

� Monitoring of actions and strategic processes that may settle case law or generate erga omnes effects.

8

Corporate

� Drafting articles of association and bylaws, shareholders and members agreements, minutes and other corporate documents;

� Consultancy on corporate aspects of publicly held and close corporations;

� Structuring of business and corporate activities;

� Formation of companies, joint ventures, consortia, foundations and other forms of association and partnerships;

� Advice on buying and selling companies, equity, assets, private equity transactions and financed acquisitions;

� Legal advice on tenders and related procedures and consultancy on the execution of public-private partnerships;

� Structuring and implementation of programs for compliance with anti-corruption and money laundering rules;

� Complete due diligence (civil, tax, criminal, social security and labor) to review the legal status of companies, properties and associations with a platform for communication with offices of the notary public and other judicial bodies;

� Monitoring of cases of bankruptcy, judicial and extrajudicial recovery of companies.

Real State

� Conducting legal due diligence based on our own manual, according to large investment standards, aimed at identifying and examining with intent to prevent and solve the legal risk arising from legal transactions in order to provide greater legal certainty to the parties involved;

� Legal opinions and follow-up for assessing complications encountered in legal due diligence, supported by a detailed survey of the company’s condition (assets and liabilities) and of its legal representatives, both at the administrative and judicial sphere with periodic issuance of informational reports on the diligence adopted and analysis of risks in order to better support the business decisions taken by the parties involved;

� Interface with corporate legal through adaptation of due diligence to internal legal requirements, support in obtaining specific documentation, follow-up and preparation of executive summaries;

� Analysis, drafting, review and checking of contracts, conducted in accordance with legal requirements, with the standard adopted by the market in compliance with the business interests presented by the contracting parties, as well as with management of obligations by developing a framework of established deadlines and routine check lists for the diligence to be undertaken by each party;

� Accompaniment of professionals at work and business meetings and before governmental and private bodies, providing all necessary technical and legal support.

� Availability to meet internal demands from the base of Brasilia;

� Judicial litigation, with study and adoption of legal measures necessary in light of conflicts not resolved out of court, as well as routine follow-up on procedural claims already filed, always focused on settlement of differences and resolution of judicial disputes as swiftly and as least costly as possible. This includes sending of informational reports on the diligence adopted in the proceeding and analysis of legal risks.

9

MLVV staff is comprised by lawyers and interns inclined toward advanced studies and with a strong vocation for legal research. Combining academic degrees with participation in legal practice, its members confront intricate aspects of transactions and cases, develop opinions and analysis and participate actively in the firm’s knowledge management process, creating and updating databases of case law and legal writings. The sum of these activities provides quality, sophistication and creativity in the final result produced by MLVV professionals.

Walter José Faiad de Moura

Practice Areas Civil law, with emphasis in the areas of real estate, corporate (corporate transactions and structures), law on cooperatives, contracts and new contracts. Litigation and advisory in the areas of consumer law, electoral law, civil procedure, procedures and appeals at the high court level, as well as in public law and contract law. Experience as a lawyer since graduating law school, practicing mainly in the area of appeals and cases of original jurisdiction before the Superior Court of Justice, Superior Electoral Court, Supreme Court and Court of Appeals of the 1st Region.

Profile Secretary General of the Brazilian Consumer Policy and Law Institute (Brasilcon). Vice-Chairman of the Federal Management Council of the Diffuse Rights Fund of the Ministry of Justice. Professor of the Institute of Higher Education of Brasilia (IESB). Scientific Director of the Brazilian Association of Information Technology and Telecommunications Law (ABDI). Member of the Editorial Board of the Luso-Brasileira Journal of Consumer Law. Lecturer of several post-graduate courses as a visiting professor.

Bio Chairman of the Advisory Board of the National Telecommunications Agency (Anatel), Head of Consumer Affairs of the Legislative Chamber of the Federal District; Adviser to the Consumer Rights Protection Fund of the Federal District (Federal District Consumer Protection Department Foundation), position allocated to the Brazilian Bar Association; Supervisor of the Center for the Study of Consumer Law (UniCON) of UniCEUB for six years, member of the American Chamber of Commerce. Licensed Professor of Civil and Consumer Law at UniCEUB.

Education Bachelor of Laws from University Center of Brasília (UniCEUB). Post-graduate in Civil Litigation from the CEUB Institute of Research and Development (ICPD-UniCEUB). Master of Laws (ICPD-UniCEUB).

Languages English and Spanish.

Email [email protected]

Professionals

10

Ana Luiza Valadares Ribeiro

Practice Areas Telecommunications, broadcasting, new media, audiovisual, Internet, IT, public policy, regulation, competition, government procedures, extrajudicial representation, litigation before the high courts.

Profile Lawyer with over twelve years of experience in public and private sectors. Secretary of the National Standing Committee on Regulatory and Competition Affairs of the Federal Counsel of the Brazilian Bar Association, Vice-President of the Information Technology and Telecommunications Law Association (ABDI), Director of the Standing Committee on Competition of the Brazilian Institute for Consumer Policy and Law (Brasilcon), Head of the Communications Law Journal of Editora Revista dos Tribunais (RT) and permanent member of Regulatory Affairs Committee of the Federal District Section of the Brazilian Bar Association. Professor of specialization and post-graduate courses.

Bio Attorney General of the National Telecommunications Agency (Anatel) between 2007 and 2010. Regulatory Affairs Advisor of the National Film Agency (Ancine) in 2007. Regulatory Strategy Advisor for the National Association of Mobile Operators (Acel) between 2004 and 2007. Legal Advisor to the Board of Directors of Anatel between 2001 and 2004; Legal Advisor to the Superintendence of Private Services and Mass Communication of Anatel from 1999 to 2000. While at Anatel, represented Brazil in several missions in the context of the International Telecommunications Union (ITU), Organization of American States (OAS) and Mercosur. Was Director of the Information Technology and Telecommunications Law Journal of ABDI from 2006 to 2009.

Education Bachelor of Laws and Specialist in Telecommunications Regulation from the University of Brasilia (UnB). Extension courses at the London School of Economics and Political Science (LSE), University of Coimbra and Lisbon University.

Languages English and Spanish.

Email [email protected]

11

Andréa Vulcanis

Practice Areas Environmental law, public law and administrative law. Practices centers on consultancy and administrative and judicial litigation at the courts of first instance and appellate levels.

Profile Professor of Environmental Law. Board Member of Law for a Green Planet Institute, Deputy Director of Standing Committee on the Environment of the Brazilian Institute for Consumer Policy and Law (Brasilcon), Scientific Director of the Association of Information Technology and Telecommunications Law (ABDI). Represents Law for a Green Planet Institute at the Technical Chamber for Legal Affairs of the National Council for the Environment (CONAMA).

Bio Lawyer with over fourteen years experience in the public and private sectors. Licensed member of the Federal Attorney’s Office, organ of the Federal Attorney General. Held strategic positions at the Brazilian Institute of Environment and Natural Resources (IBAMA) where she was Attorney General between 2007 and 2010, State Superintendent on two occasions and Chief of the State of Paraná Prosecution Office for over seven years. She was Chairman of the Technical Chamber for Legal Affairs of the National Environmental Council (CONAMA). Author of “Instruments of Environmental Promotion and Duty to Indemnify Assigned to State,” in addition to having published dozens of articles and book chapters. Provided direct consultancy to Ministers Marina Silva and Carlos Minc at the Ministry of Environment. Participated as direct author of the text of Federal Decree 6514, 2008, which deals with administrative offenses against the environment, currently adopted by all states of the federation, and the Federal Government. Led, administratively and technically, more than 200 federal prosecutors around the country. As attorney general was responsible for the formulation and adoption of various theses on environmental law adopted by IBAMA. Accompanied, providing legal advice, the environmental licensing of large enterprises, in addition to legislative amendments before the National Congress, such as the Forestry Code and the Legislative Bill to Complementary Law regulating Art. 23 of the Federal Constitution, among others. As head of legal units for over ten years, she was responsible for approving hundreds of legal opinions in the environmental and administrative area on various topics from assessment notices, fines, embargoes, environmental licensing, conservation units, genetically modified organisms, expropriation, concessions, forests, fauna, tenders and contracts, works, public services, administrative disciplinary proceedings, among others.

Education Bachelor of Laws, bestowed with the award for graduating first in her class. Specialist in Administrative Law from the Federal University of Santa Catarina and Master in Environmental Law from the Pontifical Catholic University of Paraná

Languages English and Spanish.

E-mail a.vulcanis @ mlvv.com.br

12

Bruna Cavalcante Lamounier Ferreira

Practice Areas Appellate Litigation, Civil Procedure, Coordinator of Civil, Corporate, Administrative and Real Estate litigation, as well as due diligence.

Education Bachelor of Laws from UniCEUB. Postgraduate in Public Law from the Brazilian Public Law (IDP) Institute and currently studying for a post-graduate degree in Business Law and Economics from the Getúlio Vargas Foundation (FGV).

Languages English.

E-mail [email protected]

Please find information about Associates and Interns on our website.

13

Address

SAUS, Quadra 5, Bloco N

Ed. OAB, Salas 401 a 408, Asa Sul

Brasília, DF, Brasil, 70070-913

Telephone

55 61 3224 6075

55 61 3223 2581

Fax

55 61 3223 4526

E-mail

[email protected]

Website

www.mlvv.com.br

Contact Information