Practice · 04
Corporate Governance
Boards, powers and approvals that let a company raise capital, sell, or pass to the next generation without surprises.
The matter
A company is only as sellable as its minute book.
Governance is rarely urgent until a transaction makes it urgent. An investor asks who can sign; a buyer asks whether the capital table is right; a partner asks what was actually approved. The answers sit in bylaws, minutes, powers of attorney and shareholder agreements that were often drafted for a different company.
We design and repair governance for Mexican companies, US groups with Mexican subsidiaries and family businesses preparing for investment, sale or succession, so that decisions taken in one country are valid in the other.
What we handle
Mandates
Board design, reserved matters and approval matrices
Corporate housekeeping and regularization before a transaction
Powers of attorney and signing authority across entities
Related-party transactions and conflicts of interest
Minority protections, vetoes and information rights
Family governance and succession planning
Where value is lost
Risks we plan for
Capital tables, share registers and minutes that do not reconcile
Signing powers that are unclear, expired or too broad
Investor rights that no longer match the company
Approvals given in one entity that are not valid in the other
Deadlocks with no agreed way out
How we build it
Four steps, one lead counsel.
01
Diagnose
Owners, bodies, decisions and signatures mapped against what the documents actually say.
02
Regularize
Gaps closed: minutes, capital, registers and powers brought up to date.
03
Design
Bylaws, agreements and policies rewritten to match how the business is run.
04
Maintain
Corporate secretary support so the company stays transaction-ready.
When to call us
Before an investment, a loan, a sale, a succession, or the first serious disagreement about control.
Related practice
Tell us what is at stake.
Every engagement begins with a private conversation with Joaquín.
Vega Guerrero
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Dallas
4925 N. O’Connor Road, 2nd Floor
Irving, Texas 75062
Mexico City
Av. Paseo de la Reforma 333, Floor 4, Suite 413, Col. Cuauhtémoc, 06500 Mexico City
Attorney advertising. This website provides general information, not legal advice. Contacting us does not create an attorney–client relationship. Past results do not guarantee a similar outcome. Responsible attorney: Joaquín Vega Martínez, State Bar of Texas No. 24154566, 4925 N. O’Connor Road, 2nd Floor, Irving, Texas 75062.
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