Best Due Diligence Lawyers in La Plata

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Estudio Jurídico Marcelo Szelagowski is a La Plata based law firm built on a multi-generational legal tradition. The firm emphasizes commercial, consumer, labor and family law matters and presents itself as a specialist adviser for both individuals and small and medium enterprises. Its lead...
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About Due Diligence Law in La Plata, Argentina

Due diligence is the process of investigating legal, fiscal, commercial and operational facts and risks before a transaction or major business decision. In La Plata - the capital of Buenos Aires Province - due diligence commonly applies to real estate purchases, corporate transactions, financing arrangements, leases, mergers and acquisitions, and regulatory compliance reviews. The practice draws on national laws - such as the Civil and Commercial Code and tax and corporate legislation - and on provincial and municipal rules that affect property records, zoning, environmental matters and local taxes.

In practice, due diligence in La Plata combines desktop review of public registries and company records with local checks such as cadastral searches, municipal debt searches, on-site inspections and consultations with notaries, registries and relevant provincial bodies. The goal is to identify legal encumbrances, tax and labor liabilities, regulatory risks and any facts that could change the value, timing or feasibility of a transaction.

Why You May Need a Lawyer

Working with a lawyer experienced in due diligence improves your ability to identify risks, structure protections and negotiate remedies. Common situations where legal help is advisable include:

- Buying or selling real estate in La Plata - to check ownership, liens, easements, zoning and municipal debts.

- Acquiring or investing in a company - to review corporate records, shareholder agreements, past liabilities, contracts and regulatory compliance.

- Entering into significant commercial contracts, long-term leases or franchise agreements - to assess obligations and termination rights.

- Applying for permits or licenses that require compliance checks - such as environmental permits overseen by provincial agencies.

- Responding to notices from tax authorities or labor claims - to assess exposure and negotiate settlements or payment plans.

- Structuring a transaction to allocate risk - drafting representations, warranties, indemnities and escrow arrangements.

Local Laws Overview

Key legal frameworks and local authorities to consider when conducting due diligence in La Plata include the following areas - national, provincial and municipal - that commonly affect transactions.

- National legal framework - The Argentine Civil and Commercial Code and laws governing companies, contracts and property set the basic private law rules. Tax obligations are governed by national tax law administered by AFIP - Administración Federal de Ingresos Públicos.

- Corporate and commercial records - For companies under national jurisdiction, the Inspección General de Justicia handles corporate records and filings. Depending on the company structure and where it was formed, other provincial registries may be relevant.

- Real estate registries - Property title, mortgages, liens and annotations are recorded in the Registro de la Propiedad Inmueble de la Provincia de Buenos Aires. La Plata has local registry offices and cadastral offices that provide title history and maps.

- Notaries and escrituracion - Transfers of real estate interests are formalized by a notary public or escribano, who prepares the public deed and coordinates registration and tax payments. The Colegio de Escribanos de la Provincia de Buenos Aires has a local delegation in La Plata.

- Municipal matters - The Municipalidad de La Plata administers municipal taxes, building permits, zoning and municipal liens. A municipal debt or lack of permits can block a transaction or create hidden costs.

- Environmental and land-use rules - The provincial environmental agency - Organismo Provincial para el Desarrollo Sostenible - oversees environmental restrictions, remediation obligations and permits. Industrial sites often require an environmental due diligence report.

- Labor and social security - Labor claims and unpaid social security contributions can create successor liability. Labor matters are governed by national labor law and administered by the Ministerio de Trabajo and AFIP for social security debts.

- Tax and customs exposure - National tax obligations, including VAT, income tax and provincial or municipal taxes, should be checked. AFIP issues tax certificates and records that show tax status and liens.

Frequently Asked Questions

What is due diligence and what does a lawyer do during the process?

Due diligence is a systematic review of documents, registries, contracts, permits and factual circumstances that could affect a transaction. A lawyer coordinates legal searches, evaluates the significance of findings, advises on risk allocation, drafts contractual protections and negotiates remedies. Lawyers also liaise with notaries, registries and local authorities to secure the necessary certificates and clearances.

How long does a due diligence review in La Plata usually take?

Timelines vary with scope. A targeted review for a small property or a straightforward company can take 1 to 4 weeks. Complex transactions - such as cross-border M&A, large developments or sites with environmental concerns - often take several months. Local searches and obtaining some official certificates can be the most time-consuming part.

What documents and information will I need to provide?

Commonly requested documents include: titles and cadastral plans for property; recent tax and municipal debt certificates; corporate bylaws, minute books and shareholder registers; key commercial contracts and leases; recent financial statements; employment records; environmental and zoning permits; and any correspondence with authorities. If you are the buyer, the seller usually supplies a data room with these documents.

Who pays for due diligence - buyer or seller?

Customarily, the buyer pays for their own legal due diligence and related searches. Sellers may also fund specific surveys or certificates required to complete the transfer. The parties can agree to split costs for joint investigations, but responsibility for liabilities is negotiated in the transaction documents.

How do I check property title and municipal debts in La Plata?

Title verification begins with a search at the Registro de la Propiedad Inmueble de la Provincia de Buenos Aires and consultation of the local cadastral office to confirm boundaries and zoning. You should also request a municipal debt certificate from the Municipalidad de La Plata - Dirección de Rentas or Catastro to confirm that property taxes and municipal fees are up to date. A notary typically coordinates the final verification prior to signing a public deed.

What are the most common risks found in La Plata due diligence?

Frequent issues include unregistered easements or liens, unpaid municipal or provincial taxes, zoning or permit violations, incomplete environmental compliance for industrial sites, undisclosed labor claims or social security debts, and deficiencies in corporate records or authorizations. Each risk can affect price, timing and negotiable protections.

Do I need an escribano for property transactions?

Yes. In Argentina, a notary public - escribano - drafts the public deed for real estate transfers, certifies signatures, ensures that taxes and fees are paid and submits the deed for registration. The escribano plays a central role in completing a lawful transfer and ensuring the buyer receives clear title.

How are tax and labor liabilities assessed and handled?

Tax exposures are assessed through AFIP certificates, tax filings and a review of past tax audits and assessments. Labor liabilities require review of employment contracts, payroll records and any recorded labor claims. When liabilities are found, solutions include price adjustments, escrow mechanisms, seller indemnities, or negotiated settlements with authorities before closing.

What happens if due diligence discovers a major problem?

Options depend on the nature and severity of the problem. Parties may renegotiate price or terms, require remediation or cure before closing, insert specific indemnities and warranties, postpone closing until issues are resolved, or terminate the transaction if the issue constitutes a material adverse change. Legal advice will recommend the most appropriate contractual protection.

How should I choose a lawyer for due diligence in La Plata?

Choose a lawyer with specific experience in the relevant transaction type - real estate, corporate, environmental or tax - and with local knowledge of La Plata registries, municipal procedures and provincial agencies. Ask about prior similar work, the proposed team, estimated timeline, fee structure and whether they coordinate with notaries, accountants and technical consultants when needed.

Additional Resources

Useful local and national bodies and organizations to consult during due diligence in La Plata include:

- Municipalidad de La Plata - for municipal taxes, permits, cadastre and zoning requirements.

- Registro de la Propiedad Inmueble de la Provincia de Buenos Aires - for title searches and annotations.

- Colegio de Escribanos de la Provincia de Buenos Aires - Delegación La Plata - for notarial guidance and deed formalities.

- AFIP - Administración Federal de Ingresos Públicos - for tax status, debts and social security information.

- Inspección General de Justicia or the provincial commercial registry - for corporate registrations, bylaws and filings, depending on company jurisdiction.

- Organismo Provincial para el Desarrollo Sostenible - for environmental permits and obligations in Buenos Aires Province.

- Ministerio de Trabajo, Empleo y Seguridad Social - for labor claim procedures and employer obligations.

- Colegio Público de Abogados de La Plata - for referrals and information on local lawyers and fee guidance.

- Registro Nacional de Reincidencia - for criminal record checks when relevant to due diligence.

Next Steps

If you need legal assistance for due diligence in La Plata, follow these practical steps:

- Prepare a summary of the transaction and the main assets or liabilities to be reviewed.

- Gather the documents you already have - titles, contracts, company records, tax certificates and permits - and organize them for review.

- Contact a local lawyer with experience in the required area - real estate, corporate, tax, labor or environmental - and request an initial consultation to define scope and fees.

- Sign a confidentiality agreement - a simple NDA - before sharing sensitive documents with prospective buyers, investors or advisers.

- Agree on a due diligence plan and timetable - specify which registries and third-party checks are necessary, and whether technical inspections are required.

- Review findings with your lawyer and decide on remedies - renegotiation, indemnities, escrow, remediation or withdrawal.

- Document agreed protections in the purchase or investment agreement and coordinate closing steps with the escribano, registries and tax authorities.

- After closing, follow up on registrations, tax filings and any compliance steps that the transaction requires.

Working with a local legal specialist will help you navigate municipal procedures, provincial agencies and national rules, and will reduce the likelihood of unexpected liabilities after the transaction completes.

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Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.