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Outsourced General Counsel Colombia

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Outsourced General Counsel Colombia

Most foreign-owned subsidiaries in Colombia are too small for a full-time in-house lawyer yet too active to manage legal work through ad hoc requests to different firms. Outsourced general counsel Colombia is the arrangement that fills that gap: a standing relationship in which one law firm acts as the company’s day-to-day legal adviser, knows its contracts, people and filings, and reports to the parent in a form the parent’s board understands. Law Offices Of SRIS, P.C. provides this service to US and other foreign groups with Colombian operations. The firm’s Of Counsel attorneys admitted in Colombia handle Colombian corporate, labor, contract and regulatory matters, while Mr. Sris and the firm’s US-admitted attorneys cover the parent-level questions that arise under US law.

The engagement is defined in a written retainer that sets the scope, the reporting cadence and the escalation path for matters that need litigation or outside counsel in another field. Call Law Offices Of SRIS, P.C. at (888) 437-7747 to schedule a consultation.

What Outsourced General Counsel Means for a Colombian Subsidiary

An outsourced general counsel is not an employee and does not hold a corporate position. The role is advisory. The firm reviews and drafts the documents the business generates, answers questions from managers before they commit the company, and keeps the corporate record in order so that the subsidiary can pass a due diligence review or a regulatory inspection without scrambling for paperwork.

In Colombia that record includes the company’s registration and annual renewal before the Cámara de Comercio, the minutes of shareholder and board meetings, the appointment and powers of the legal representative and any alternates, the books the company must keep, and the filings owed to the Superintendencia de Sociedades when the company falls under its supervision. The firm advises on the appointment and powers of the legal representative; it does not serve in that role itself.

The role also covers the commercial side. Supply, distribution, services and lease agreements are reviewed against Colombian law and against the group’s own policies. Employment contracts, internal work rules, terminations and disputes with employees are handled with the labor rules that apply to the specific workforce. Data privacy registrations, consumer protection questions and the anti-money-laundering program that certain Colombian companies must maintain are monitored as part of the same relationship, and tax matters are coordinated with the client’s tax advisers.

Who Uses the Service and How the Relationship Works

US and foreign parents with a single Colombian entity

A technology, services, manufacturing or distribution group with one Colombian subsidiary needs a lawyer who already knows the entity. The firm keeps the corporate file, answers routine questions and flags the issues that deserve a formal opinion.

Groups entering Colombia through an acquisition

After a purchase, the buyer inherits contracts, employees and filings it did not draft. The firm reviews the inherited record, corrects what needs correction and integrates the Colombian company into the group’s compliance framework.

Start-ups and growth companies with foreign investors

Investor documents, option plans, founder agreements and board governance all need Colombian and foreign law to work together. The firm aligns the Colombian corporate documents with the shareholder agreement signed abroad.

How the work is organized

The firm agrees a scope with the client that typically covers corporate housekeeping, contract review within set parameters, labor advice, regulatory monitoring and a monthly or quarterly report to the parent. Matters outside the scope, such as litigation, large transactions or tax controversy, are quoted separately or referred to the appropriate team. The client receives one point of contact in the United States and one in Colombia, and both work from the same file.

Reporting to the parent

Reports are written for a US or European board. They summarize open matters, upcoming filings, contract renewals, labor exposures and any regulatory contact, in English and in a format that the parent’s own counsel and auditors can use.

How Mr. Sris and the Firm’s Of Counsel Attorneys Handle Outsourced General Counsel Work in Colombia

Law Offices Of SRIS, P.C. is a US law firm founded in 1997. Mr. Sris, Owner and Founder, is admitted in Virginia, Maryland, the District of Columbia, New Jersey, and New York. The firm’s Of Counsel attorneys admitted in Colombia are not admitted in any US state. They provide the Colombian law advice: corporate filings before the Cámara de Comercio, the legal representative’s appointment and powers, labor contracts and terminations, commercial agreements governed by Colombian law, data privacy and consumer matters, and interaction with DIAN, Migración Colombia and the Superintendencia de Sociedades when the business requires it.

Mr. Sris and the firm’s US-admitted attorneys handle the US law side for the parent. That includes the group’s FCPA and sanctions compliance policies as they apply to the Colombian operation, US-law contracts with the subsidiary, intercompany agreements, the parent’s board resolutions authorizing Colombian actions, and the US immigration questions that arise when staff move between the two countries. US tax exposure of the parent and the subsidiary is coordinated with the client’s tax advisers. The result is one legal function that reads the same way from Bogotá and from the United States.

Frequently Asked Questions

What does outsourced general counsel Colombia include?

A standing advisory relationship covering corporate housekeeping, contracts, labor, regulatory monitoring and periodic reporting to the parent. The exact scope is written into the retainer. Litigation, large transactions and tax controversy are usually handled as separate matters so that the recurring fee covers predictable work only.

Does the firm act as the company’s legal representative in Colombia?

No; the firm advises on the appointment, powers and liability of the legal representative but does not hold that position. Colombian law places personal duties and exposure on the legal representative, and the firm helps the parent choose and document that appointment carefully.

How is this different from hiring an in-house lawyer?

The firm is an independent adviser under a retainer, not an employee, and the client can scale the scope up or down as the business changes. The arrangement also gives the subsidiary access to both Colombian-admitted and US-admitted attorneys, which a single in-house hire rarely provides.

Can the firm handle our labor matters in Colombia?

Yes; the firm’s Of Counsel attorneys admitted in Colombia draft employment contracts, internal regulations and termination documents and advise on disputes. Colombian labor rules are protective of employees, and early advice before a hire or a termination avoids most later problems.

What about tax and accounting?

The firm is a law firm and does not provide accounting, bookkeeping or audit services. It coordinates with the client’s accountants and tax advisers in Colombia and the United States, and it represents the company when a DIAN requirement or a corporate filing calls for legal argument.

How do you report to a parent company in the United States?

Through a written periodic report in English covering open matters, upcoming deadlines, contract renewals and regulatory contact. Mr. Sris and the firm’s US-admitted attorneys review the report so that it addresses the questions a US board, auditor or lender will ask.

How do we start?

Share the Cámara de Comercio certificate, the bylaws, the current contracts and a description of the business, and request a consultation. The firm proposes a scope and a reporting plan. Call Law Offices Of SRIS, P.C. at (888) 437-7747 to schedule a consultation.

Attorney advertising. Prior results do not guarantee a similar outcome.

Case results depend on a variety of factors unique to each case. Results may vary.

Attorney responsible for this content: Mr. Sris (admitted in Virginia, Maryland, the District of Columbia, New Jersey, and New York).

Law Offices Of SRIS, P.C. is a US law firm. Foreign attorneys collaborating with the firm are not admitted to the practice of law in any US state bar and their work is limited to matters of foreign law and to liaison roles with US-licensed attorneys.

This website provides general information about Law Offices Of SRIS, P.C. and does not constitute legal advice or solicitation. No attorney-client relationship is formed by visiting this site or contacting us. Use of this site is subject to our Terms of Use and Privacy Policy.

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Reviewed by Mr. Sris, Owner and Founder.

Attorney advertising. This page is for general informational purposes only and does not constitute legal advice, nor does it create an attorney-client relationship. Statutes and their application change and vary by case. Prior results do not guarantee a similar outcome; results may vary. For advice about your specific situation, consult a licensed attorney. Attorney responsible for this advertising: Mr. Sris.

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