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GC Powerlist - LATIN AMERICA
The Legal 500 has been analysing the capabilities of law firms across the world for 28 years. In a new series, The Legal 500 is turning its attention to the in-house function, shining a spotlight on the role of corporate counsel, and in particular those individuals who are driving both legal business and the profession forwards. The latest edition is the GC Powerlist: Latin America, which identifies an array of the most influential and innovative in-house counsel working in the region. ...read more
We have canvassed opinion from our in-house readers, as well as partners at law firms across the Americas, to identify 100 in-house figures of real note. The selection criteria sought to identify counsel who are changing or forming opinions within their company or industry; have developed brilliant technical solutions to complex issues; demonstrated the subtleties of the role in difficult socio-political contexts, or created innovative structures to ensure that the in-house function adds value, but who in all cases, offer an operative model with lessons for fellow in-house practitioners.
Putting together the research, it is interesting to note the common preoccupations identified by the vast majority of corporate counsel whether relatively new to the role or ‘old hands’. Chief among these is the issue of insufficiently ‘business-oriented’ advice. The on-going disjuncture between the business problem confronted and the advice received raises fundamental questions as to how ‘fit-for-purpose’ current models of law firm organization are. In a period when Latin America law firms continue to seek the most suitable institutional form (the Mexican market is, perhaps, a particular case in point), it would certainly appear apposite to ask whether having in-house experience that goes beyond basic secondments is set to become a new benchmark for the external practitioner, a step on from the LLM or ‘foreign associate’ experience previously regarded as key differentiators of a well-prepared private practice lawyer.
We hope that this listing will stimulate debate around in-house/private practice relations and help corporate counsel with possible improvements and efficiencies in running their departments.
|David Burgess||Tim Girven|
|Publishing Director||Latin America Editor|
(listed in alphabetical order; click on an individual to view an expanded biography)
Marcela Achurra González
Director of legal affairs
Compania Cervecerias Unidas (CCU)
Director of legal, compliance and institutional relations
Head of legal
Banco Promerica Ecuador
Carbones del Cerrejon
Janssen Cilag Pharmaceutical
Roberto Andrade Martínez
Assistant general counsel
Companhia Siderúrgica Nacional (CSN)
Adriano Marcelo Baptista
Companhia Energética de Pernambuco (CELPE)
Legal director for Latin America
Intellectual property director for the Americas
Juan Pablo Barrera Ulloa
Natalia Benítez Quintero
Counsel - Andean Region
Jonathan D Bisgaier
Director of legal & regulatory matters
Regional general counsel
Alejandro Cantu Jiménez
General counsel and secretary
Legal counsel (LatAm Pacific)
Head of legal, insurance & corporate governance for the Southern Cone
Regional counsel for Latin America and the Caribbean
Regional general counsel (Western Hemisphere)
Lina Maríá Cortes
Fresnius Medical Care (Colombia)
Legal affairs manager for South America
Minera San Cristobal (Sumitomo)
Mauricio Roberto de Carvalho Ferro
Vice president, legal & corporate governance
Gonzalo de Dios
Director of regulatory affairs and assistant general counsel
Fernando J Devoto Achá
Director of legal, corporate and institutional relations
Associate director for legal compliance and ethics
Legal counsel for Latin America
Eduardo Fernández Garcia-Travesi
Director of legal affairs
Grupo Financiero Santander
Paulo José Rosito Fonseca
Legal manager & associate general counsel
Amgen Biotecnologia do Brasil
Fernando Enrique Freire
Head of Corporate Legal
Ana Carolina de Salles Freire
Director of legal & compliance and vice president for legal affairs
Gonzalo García Lussardi
Rodolfo Mario García Paredes
Head of corporate legal
Javier García García
Pablo Gay Ger
Eduardo Oliveira Gedeon
General counsel for Latin America
Emilio F Gnecco
Chief legal officer
Carlos Rafael González
Vice president and chief M&A counsel
Enriqueta González de Saenz
BBVA Banco Continental
Sandra López Gorbe
Head of legal
Regional general counsel (Latin America)
Vice president legal and ombudsman, Latin America
Macquarie infrastructure & real assets (MIRA)
General counsel for growth markets
Head of legal and compliance (Latin America)
Mauricio Ibáñez Campos
Rocío La Torre
Petrobras Energía Perú
Legal director & country compliance officer (Argentina)
Vice president for legal affairs
Silvia Maria Ribeiro Lopes
General counsel (Latin America)
Marcos de Campos Ludwig
Renato Maia Lopes
Felipe Márquez Robledo
Vice president of corporate affairs and general counsel, Colombia
Head of legal
Perez Companc Family Group
Legal director (Latin America)
Carlos Alberto Mechetti
Legal & Compliance Director Northern & Andean Clusters
Level 3 Communications
Regional general counsel and institutional relations director
Senior legal counsel (Venezuela)
Level 3 Communications
Head of legal
Banco de Crédito del Perú
Regional counsel (Central America)
Walmart de México y Centroamérica
Head of legal & compliance (México) and head of compliance (Latin America)
Head legal counsel
José Augusto Palma
Noe Pascacio Montijo
Schlumberger de Mexico
Legal counsel and corporate governance director
UHDE México (ThyssenKrupp)
Juan Manuel Posada
Nicolás Ramírez Noa
Schlumberger de Ecuador
Pablo Reynoso Mendoza
General counsel for Latin America
Alejandro Rubilar Camurri
Country counsel (Chile)
Cerro Matoso (BHP Billiton)
Director general (Latin America)
Sergio Ricardo Salmi
General counsel (Argentina)
Executive director & assistant general counsel
Legal and compliance
Daniel Tapia Mejía
Assistant general counsel
Rogério Santos Teixeira
Legal general manager for projects, antitrust and compliance
Head of legal for investment banking
Executive director, legal and compliance
Ana Carina Turco Grecco
Head of legal
Molinos Rio de la Plata
General counsel (Argentina)
General counsel for the Americas
Vice president & chief counsel (Latin America)
Victor Villafranca Moncallo
Senior corporate counsel
Managing director and partner
General counsel for Latin America
Daphne Zagal Otiniano
Vice president, legal & compliance
Formerly at the group’s subsidiary, Viña San Pedro, Marcela Achurra González has been director of legal affairs at the Chilean-owned international drinks group Compañía Cervecerías Unidas (CCU) since 2005, during which time she has ‘established a well-deserved reputation for strategic thinking and business-savvy, in addition to her exceptional ability to understand and navigate complex legal issues’. Hailed as ‘probably one of the most influential lawyers in the Chilean business community’, she is moreover, very much ‘a trailblazer for women professionals’, and one of few who ‘leads a multi-disciplinary team that services a very broad corporate platform with highly demanding domestic and international business partners’, including board members Heineken and distribution partners Nestlé and Pepsi. ‘I believe she is absolutely unique. Deeply capable but incredibly modest, she is a very complete lawyer -"the whole package"’, comments Bingham McCutchen’s Juan Manuel Trujillo. With a strong and effective leadership style that is reflected in her ‘direct and no-nonsense communications style’, she is currently leading the company’s recently announced, and ambitious, expansion plan.
‘An up-and-coming figure of genuine talent and with real push’, Alberto José Alcalá moved in house at Empresas Polar in 2004 where he gained invaluable industry experience before being appointed head of legal at Pernod Ricard in 2011. Since then, he has also been appointed a member of the board (2012), and as local compliance officer (2013). In addition to developing the in-house legal department, he has also been responsible for developing units responsible for institutional relations (asuntos públicos), and corporate social responsibility, both of which he also leads. Characterised as ‘committed, service oriented and professional’, insiders also note his ‘resilient optimism’, stating it ‘undoubtedly informs his effectiveness’. ‘The current scenario in Venezuela requires one to be creative’, Alcalá comments, ‘and it has made me a better professional, better at finding novel solutions; the situation is distressing but I have grown intellectually and in my formation as a lawyer’.
Twice the president of the Ecuadorian Banking Law Committee of the country’s banking association, Jorge Alvarado has been head of legal at Banco Promerica, since its founding in 2001, indeed, ‘I took up this post the day the bank opened its doors to the public’, he notes. As such, he has built the department from scratch, and has sought to instill it with a pro-active, pro-business posture, grounded in teamwork and ‘based on principles not rules and with leadership rather than bosses’. Externally, he is currently involved in one of the largest corporate transactions of recent years in the Ecuadorian financial sector, the acquisition of a 55% majority stake in Produbanco, which will see Promerica jump from being the eighth to the third largest bank in Ecuador. Alvarado has led on the process from initial negotiations and due diligence through to regulatory approval and foresees an entirely new wave of operational challenges and legal retrenchment on which he and his ten-strong team are already working in parallel. Citing business-performance expert Ichak Adizes, he notes that he thrives on ‘being part of an organization that conceives of its self as an organic whole, and that lets one visualise, reinvent and adapt oneself on an ongoing basis’. Concurrently he admits that one of the most difficult challenges has been that of learning to delegate. ‘The role of the in-house lawyer implies the taking of decisions within a flexible framework but always accompanied by the responsibility of minimizing risk. Having a corporate perspective, in addition to the sense of belonging it bestows, converts this into a strategy: the role should regard itself not as “ex post” but rather “ex ante”‘.
Jorge Álvarez has been head of legal affairs at integrated coal company, Carbones de Cerrejon, for over 20 years. During his tenure he has been involved in the exit of original shareholder Carbocol, which sold its holdings to a consortium of subsidiaries of Anglo American, Billiton and Glencore in 2000-1; their subsequent buyout of the other original shareholder, Exxon Mobil subsidiary Intercor, in 2002; and Glencore’s sale of its holding to Xstrata in 2006. More recently, in 2011, the company initiated a $1.3bn expansion plan (‘P40’), to quintuple its output from 8 to 40 million tonnes, with all the consequent project work that this implies, not least the expansion of its port facilities at Puerto Bolivar. He’s ‘one of the few mining lawyer who has a genuinely integrated vision of the mining sector, from pithead-matters to railways and ports and from environmental matters to relations with indigenous communities’, comment admirers; ‘moreover, he’s very experienced in terms of relations with state authorities and regulatory matters’. He has recently led on negotiations between Cerrejon and neighbouring mining concessionaire Drummond with regard to the exploitation of the methane gas reserves that accompany their coal beds; reports indicate these to be of strategic importance, according to the minister of Mines and Energy, Amylkar Acosta, and would double the country’s known natural gas reserves. ‘Jorge is unique, he has remained as presidents have come and gone and his knowledge is simply unmatched’.
Appointed legal director of Johnson & Johnson subsidiary, Janssen Cilag Pharmaceutical in February 2014, Felipe Alves was previously legal director of the parent group’s consumer division. He regards his most significant achievement in that post to have been shifting the legal team’s mind-set, demonstrating to them ‘that it was possible to be impartial and independent at the same time as being part of the business team. Difficult but totally possible’. This development occurred against the backdrop of efficiency motivated reforms within the department, including a complete reinvention of the contracts procedure and deepening the team’s capabilities with regard to obtaining regulatory authorizations. Externally, he has led on brand divestitures and the implementation of tax initiatives to increase competitiveness, but regards his greatest challenge as dealing with a multimillion-dollar tax litigation. Significantly, he notes that the difficulty was not so much the technical complexity of the case but in demonstrating to the corporate division that the company had a strong case and should not pay the penalty. ‘It’s the legal department’s responsibility to ensure the corporate division grasps the reality of the laws in Brazil and sometimes that can be hard’, he notes. A team player, he enjoys delivering ‘legal solutions that make the difference’. And since his internal clients know that ‘saying no to a business proposal is, in my opinion, the last alternative’, they understand that ‘sometimes it’s necessary for me to have a long-term mind-set so as to defend the integrity of the company’. ‘This understanding’, he says, ‘has allowed us to create an important and trusting relation between internal legal and internal client’.
‘Without a doubt, one of the most experienced, innovative and hard-working general counsels in the telecoms industry in Mexico’, Roberto Andrade Martínez has been at Telefónica Moviles for over a decade, initially as governmental and corporate affairs sub-director and today as legal director. During his tenure he has implemented an overhaul of the legal department’s systems and built a team of 14 specialised lawyers, plus a further eight other specialist professionals. A ‘hands on counsel who is very practical in his approach to problems’, commentators note his ‘great leadership skills’, and Andrade himself regards the development of the team as one of his most significant achievements. He also has a notable track record on the transactional front, not least the merger of Mobil Oil and Exxon in 1999, when he was in house at Mobil Oil; or more recently, in his current post, an MXN$8000m sale-and-leaseback of telecom towers; the development of a joint venture to exploit the potential of the country’s fibre optic network; and in 2013, the negotiation of virtual mobile operating licenses with partners including Virgin and Coppell. Indeed, other in-house counsel credit him with having ‘arranged and closed transactions for Telefónica that are ground-breaking, demanding and innovative’ and that have ‘represented hugely important benefits’ for the company. The ongoing challenge, he notes, is that of providing useful business solutions within a highly changeable and highly regulated telecoms market that is also deeply competitive.
‘Accessible, creative and easy to work with’ Alexandra Bandeira is an up-and-coming figure who has been assistant general counsel at Brazil’s Companhia Siderúrgica Nacional (CSN) since 2008. Her role has a strong transactional element and one advocate who has worked on a number of acquisitions with her notes ‘she led on all the processes and undertakes every aspect. She’s good at deadlines and documents, and is very detail focused, she wants to grasp every facet. She prefers to handle each case rather than leaving them with external firms and in that sense she is very much part of the trend towards greater pro-activity that we have seen in the last few years here in Brazil’. Well respected in the market as a consequence, ‘she’s a pleasure to work with, even when the workload is heavy and intense’, she is also ‘a strong team player, very inclusive and good at working with, encouraging and developing a team’, something that has assisted when it came to restructuring the company’s legal department and implementing new sets of procedures and documentation. Perceived by observers as ‘more transactional than contentious’, she counts among her most satisfying achievements the successful salvaging and closure of an M&A deal that had turned sour, finding an amicable solution (and thereby terminating a relevant arbitration) under considerable pressures from a sizeable and significant pool of the seller’s creditors. Since 2011 she has also been on the board of CSN’s Workers Pension Fund (Caixa Beneficente dos Empregados da Companhia Siderúrgica Nacional)
Formerly in house at Telemar Norte Leste, Adriano Marcelo Baptista has been general counsel at CELPE, the power concessionaire for the state of Pernambuco, Brazil, since 2005. ‘It’s an incredibly complex role’ notes Angelini Caraciolo De Faro & Gregório’s Bruno Caraciolo: ‘as sole electicity provider in the state, every company and every citizen is a client’. Despite this, he has reorganized the 23-strong department (12 of whom are lawyers), drastically reducing the company’s external legal expenditure and remodelling it into a strategic business partner that works in conjunction with other business units rather than just as ‘a reactive in-house team’. This has resulted in greater efficiencies: in 2013 alone the caseload was reduced by some 9000 cases (plus a further 2300 unfavourable preliminary injunctions), debt recovery increased R$5.3m and debt liability was cut by over R$22.7m. Insiders also note Baptista’s ‘outstanding management’ of a minority-shareholder litigation (the largest in the state), in which he successfully obtained the overturning an adverse preliminary ruling. His role includes all compliance issues and membership of the company’s crisis and ethics committees, and he has also participated in a number of State investigation committees. He demonstrates ‘all the necessary qualities’, notes Manzi Advogados’ Walter Manzi: ‘leadership, competence, commitment, loyalty, character and legal knowledge. It’s really very easy to deal with him due to his clarity and objectiveness’. As a result of his work instigating partnerships with the Pernambuco Courts of Justice (in order to run task forces aimed at reducing accrued liability and providing clarity on regulatory norms), Baptista was invited to attend a course on “The Legal System for Brazilian Judges” offered by the Institute of Advanced Studies at the University of London; and in July 2013 he was appointed President of the Pernambuco bar association’s Comissão de Apoio à Advocacia Corporativa (CAAC).
Patricia Barbelli has more than a decade’s experience in house, initially at PepsiCo, and subsequently at Bayer where she rose to senior legal manager. Since 2011, she has been Latin American regional director for Pirelli Tyres where she directs a team of a dozen located throughout the continent. Building upon her experience at Bayer (where she implemented a controls system for tax litigation cases totalling $600m), Barbelli has initiated the introduction of legal software for the control of ongoing cases at Pirelli, as well as completely restructuring the team in order to improve service levels and efficiency. Recently involved in complex M&A activity including the acquisition of stakes in distributors Campneus Líder de Pneumáticos (2012), and Abouchar (2013), she has also had to deal with local (Brazilian) antitrust cases and a product recall (2011), as well as managing a substantial litigation portfolio. Having frequently gained recognition internally (at Bayer she was nominated as Director of Legal and compliance at the age of only 29), external counsel too, has no doubt as to her capabilities: ‘Patricia is a very competent in house counsel who manages a broad range of issues throughout Latin America; most notably, she has the ability to negotiate and obtain consensus even in an adverse environment’, comments one peer. ‘In a company such as Pirelli she has to assist an eager business force and at the same time ensure the company complies with the relevant laws and regulations. I’ve had the opportunity to see that she is tremendously capable in performing this role without losing sight of either the business purposes or legal compliance requirements involved’. Deriving satisfaction from ‘managing people and being in close contact with, and supporting, the differing business areas’, she believes that as general counsel ‘it is essential to be a business driven lawyer’ and to seek ‘constant educational improvement’.
Gonzalo Barboza began his career at Argentine firm Pérez Alati, Grondona, Benites, Arntsen & Martínez de Hoz (h) before spending two years with Hogan Lovells in Spain. Moving in house at Red Bull in September 2009, he has been director of intellectual property for the Americas since May 2012. With a small team of four, he manages an IP portfolio that reaches beyond the group’s core-drinks sector activity into media, sports and entertainment holdings. The team is currently handling some 700 active cases spread across, litigations, oppositions, licensing matters, antipiracy actions, border measures and clearances. Since his arrival Barboza has undertaken a thorough overhaul of internal procedures and operations so as to maximise efficiency, addressing matters ranging from billing systems to client-lawyer communication protocols. Externally he has overseen a review of external legal counsel throughout the region and replacing service providers in a number of Latin American jurisdictions. Arguably his most notable achievement, however, was the securing of a general exclusion order (GEO) from the US International Trade Commission prohibiting parallel imports. Not only did this establish a precedent in the US but its success in virtually eliminating the problem also had a considerable commercial impact upon the company. He regards the greatest challenge in his role, however, to be that of ‘maintaining a high level of service to our internal clients in a continuous and consistent manner despite the growth in both the number of cases and in their complexity.’ His ability to do so has played a crucial part in ensuring that Red Bull remains at the vanguard of IP enforcement efforts.
Juan Pablo Barrera is currently corporate legal director at Organización Corona, a Colombian conglomerate with six business units and overseas operations throughout Central America as well as in Panama, Mexico, United States and China. With a broad wealth of experience including period at Andersen Legal and Ernst & Young, as well as private practice experience at key Colombian firm prietocarrizosa, Barrera has sought to stamp his in-house team with ‘a results-focused style of practice characterised by attention to the client and the maintenance of the same criteria and objectives as law firms’. This also includes ‘an important preoccupation with the personal and professional development’ of his team members, and he regards the consolidation of the legal department as an achievement every bit as important as the transactional activity on which he also leads. Recently this has included the acquisition of Industria Ceramica Costarricense (INCESA), finally approved by the Colombian competition authorities in August 2013, and the establishment of a strategic alliance with Victoria Capital Partners in early 2014. Driven by the ‘constant search for schemes that generate value for the organization’, he comments ‘it’s a challenge to attend the legal necessities of an organization of more than 18,000 people and with a presence in various countries in the continent’.
As general counsel of Corp Group, one of Chile’s major economic holdings, Alvaro Barriga directs an immediate team of three lawyers, but also, depending upon the matter in hand, works with the respective legal teams of constituent business units Corpbanca (20 lawyers); SMU (ten lawyers); and real-estate arm Corp Group Activos Inmobiliarios (five lawyers). He has developed a department in which each lawyer sees the matters they handle through from start to finish, in coordination with the relevant business unit(s); ‘in this way giving us far more effective control of the matter’, facilitating ‘an all-encompassing vision of the effects that one single transaction generates in the entire organization’, and also allowing the outsourcing of those issues that are more standardised. The structure has proved effective, permitting, on one occasion, the successful concurrent closure of deals involving the $300m sale of Corpbanca Venezuela and the $110m acquisition of the hotels, Grand Hyatt (Chile), and Four Seasons (Argentina and Uruguay), in 2006. Other notable transactions on which Barriga has led include the acquisition of supermarket group Unimark, in 2007 (and the subsequent acquisition of some 50 smaller chains, including El Pilar, Deca, Korlaet, Bryc and Casa Rabie), and more recently, Corbanca’s $1.32bn acquisition of Helm Bank in 2013, a deal with regulatory aspects in Panama and the Cayman Islands as well as in Chile and Colombia. ‘Working with him on complex matters is simply a privilege’, notes one law firm partner, ‘he’s very intelligent and his management of case details is simply enviable’. Barriga takes pleasure from having won the trust of the group’s shareholders to allow him to lead the negotiation of deals, thereby enabling him to obtain a complete vision of any given transaction, from design of the corporate and tax structures and all the contractual matters pertaining to the sale/acquisition, through to shareholder agreements and financings. ‘It’s a responsibility I take on with great pride and the utmost care’
Michelle Beckers joined independent enterprise-software provider, Rimini Street, as corporate counsel in 2008 after almost seven years in private practice and rose rapidly to senior corporate counsel, before being appointed managing counsel in 2013. Despite her relative youth, law firms highlight ‘an outstanding professional’ with a ‘truly strategic legal vision of the Latin American region’. This stems, in part, from her unique legal education. Obtaining ABA approval, she spent the second year of her law degree studying at Venezuela’s Universidad Católica Andrés Bello while she also worked as an intern at Baker & Mckenzie’s Caracas office, thereby gaining exposure to and experience of civil law. (Completing the International and Comparative Law certificate program upon her return, she won the CALI Excellence for the Future Award in Comparative Legal Cultures). ‘Understanding Latin American business and legal cultures and having a "comparative law" background has allowed me to understand and effectively address the many intricacies of the legal systems and culture that often contribute to obstacles during legal and business negotiations when overlooked’, she notes. ‘The biggest challenge I have confronted is the need to help break down differences in culture and language so that all parties from all countries can recognize their mutual benefit to entering into a transaction together. There is wide disparity of culture from country to country and I have learned that the first and most important step in effective cross-border transactions is to listen, learn and be respectful of other cultures and customs’. Certainly this cultural sensitivity has translated into efficacy, with observers noting her ‘remarkable capability in terms of grasping things quickly and negotiating complex matters’. One senior partner says, ‘after many decades in legal practice, and having had a close interface with GCs, well, let’s just say she’s way above the average’. On external counsel she is very clear: ‘The best firms in Latin America function as our eyes and ears, as well as our conscience, in understanding the application of local law and sensitivities of local culture and custom’ as well as providing ‘prompt and responsive services’. Too often however ‘the information we receive is very much a reproduction of what is in statute or code, without much guidance as to how it should be interpreted and applied in practice’. It is ‘practical advice from outside counsel in Latin America that we really value’.
Formerly at Citibank in Bogotá, Colombia, Natalia Benítez has been at global pharmaceutical giant Abbott Laboratories for almost five years and is currently counsel for the Andean region. ‘I chose an in-house career for its engagement with the business world’, she notes, ‘to be in an interdisciplinary environment where one encounters different professional specialists, perspectives and opinion’. Her remit covers Ecuador, Colombia, Venezuela, Peru and Chile, and given the highly-regulated nature of the pharmaceutical sector, each jurisdiction throws up its own difficulties. ‘Chile is undoubtedly the easiest country to work in but they all have their demands. In Colombia, there is price regulation for medicines and we are currently awaiting reforms in the health sector, and in Ecuador there is a complicated governmental scenario with imports in the alimentary sector affecting our nutrition business. Venezuela is tough too and in both countries one has to struggle with new norms on an ongoing basis’. If, externally, regulatory matters are the key concern, internally she has ‘had to market the department within the company’ and ‘effect an entire change of culture’ so as to have the department recognised as ‘trusted colleagues who are key to all business negotiations’ and ‘which adds value’.
With an LLM in international economic law (magnum cum laude), Maurício Bezerra has extensive experience having worked at consultants Arthur Andersen and PricewaterhouseCoopers and financial institutions including Standard Bank and Merrill Lynch. Joining Odebrecht in 2005 to lead the tax and finance team of the company’s Braskem unit, he is currently general counsel of Odebrecht Ambiental. He restructured the corporate governance area to enhance communications between shareholders and stakeholders and, having outsourced day-to-day work, has sought to push the 20 members of his legal team to be more involved in the company’s strategic issues. He takes pride in having managed, and successfully settled, Odebrecht’s largest liability, and also in undertaking a pair of equity offerings totalling more than R$600m. Motivated by ‘the possibility of playing an important role in the company’s executive team and helping to remove obstacles, foster business objectives in a pro-active manner while ensuring the company maintains the highest standards of legal and governance behaviour’, he makes a clear point regarding external counsel, believing that law firms should be ‘more pro-active in sharing innovative and alternative legal structures with different clients’.
General counsel at Peruvian holding company Grupo Romero, Michel Biber directs a 21-strong team that advises on all the legal requirements of the group’s constituent companies, with the exception of those in the finance and insurance sectors. Given the aggressive regional expansion of a number of the group’s businesses, most notably Alicorp, which in recent years has acquired PROPERSA, in Colombia (2008), Argentine entities The Value Brand Company (2008) and Sanford (2010), as well as Chile’s Salmofood (2012), and most recently Industrias Teal, in Peru, and Pastifico Santa Amalia, in Brazil (both 2013). One proponent identifies him as ‘probably the most M&A-experienced in house in the Peruvian market’. Biber himself regards the struggle to develop and then maintain the quality of his team and the ‘commitment to excellence in the legal service we provide’ as the greatest challenges posed by his role. Certainly law firms recognise the full extent to which he has succeeded. ‘He’s one of the best corporate counsel I have ever dealt with worldwide’, comments Miranda & Amado’s Luis Miranda, and Posse Herrera & Ruíz’s José Alejandro Torres regards him as ‘an excellent lawyer and an outstanding in house counsel, one who trusts his lawyers, retains focus and clarity, and can negotiate strongly as the case requires. A truly admirable figure’.
Formerly a partner with the Latin American-focused corporate finance and private equity practice at at Skadden, Arps, Slate, Meagher & Flom LLP, Jonathan Bisgaier joined Brazilian banking group BTG Pactual in December 2008, since when he has been appointed general counsel and made a member of the board. Observers point to his role as ‘principal legal officer in high-profile acquisitions by the bank, including that of USB’s Brazilian investment banking operations and the acquisition of leading investment banks in Chile and Colombia’. He also ‘spear-headed the multi-billion IPO of BTG two years ago and has been the leading lawyer in numerous ground-breaking financings by the bank around the world’. With extensive experience in investment banking (at Violy, Byorum & Partners Holdings from 1997-2003 and also at Sandler O’Neill & Partners) he has been instrumental in achieving a number of the region’s most significant transactions, such as the Hicks Muse / Cisneros Group’s ‘Ibero American Media Partners’ joint venture, and worked with major Latin American organizations such as Grupo Silvio Santos, Rede Bandeirantes, Jornal do Brasil, Grupo IMSA, and Cemex. Bisgaier joined the bank as ‘one of the first dozen or so members of the company’ and it has been on his watch that ‘it has transformed itself into the largest investment banks in Brazil and one of the most relevant in the world’. Advocates are in no doubt that ‘he has been one of the key players integral to that transformation’: ‘he is one of the best corporate finance lawyers practicing in South America, generous with his colleagues and always promoting the highest standards’.
‘Long-time’ director of legal and regulatory matters at Venezuela’s largest privately-owned company, diversified food and drinks group, Empresas Polar, Guillermo Bolinaga has ‘extraordinary legal expertise and absolutely outstanding public relations and diplomatic skills’. Having gained his LLM at Duke in 1994, he moved in house almost immediately (‘I'd always wanted to be where the decisions are taken’, he comments), joining Savoy Brands International. Headquartered in Miami and with activities in nine Latin American countries, the company was related to Empresas Polar, but not an integral part of the group. With its sale to Pepsi Incorporated, in 1998, Bolinaga moved to Polar, arriving in 1999 to oversee the unification of the company’s three legal teams and the subsequent addition (in 2000), of a regulatory affairs department. Today this joint legal/regulatory team is 50-strong, including lawyers, economists, administrative staff and even a psychologist, while the company itself has grown to more than 200 facilities and 35,000 employees across Venezuela, plus operations in Colombia, a production plant in Florida, and an export arm. The team has handled major transactional activity, undertaking a $500m cross-tender offer for MAVESA (the first between New York and Caracas), in 2001, and more recently, the formation of the GEPP joint-venture in Mexico with Pepsi and bottler Geusa, in 2011. In addition to operational matters, the department also advises in relation to the regulatory environment, not least price controls and exchange controls, in a scenario where non-compliance can be penalised by expropriation. Insiders indicate that the company has received some 5000 ‘fiscalizaciones’ (compliance inspections), over the last 15 years, and numerous sustained expropriation attempts. Bolinaga’s team has also been involved in the most significant competition cases in the country, including two cases against competitor Grupo Regional and another concerning commercial agreements with Venezuela’s ubiquitous shopping centres. Among the truly innovative steps taken by Bolinaga has been the establishment of a legal support area within his department, tasked with obtaining the information and statistics required by the legal department as a whole. ‘I wanted all my lawyers to be familiar with statistics so they could take informed decisions, for example, as to whether to settle a case or not. The country has price controls, not all our goods are covered but some are. So if our lawyers are to ensure that our counterparts understand the risks associated with this, it is also incumbent upon us to ensure that our lawyers understand how a decision on pricing is taken’. Bolinaga ‘has played a key role in the company’s navigation through all the issues’, many regard him as ‘the leader in the community of general counsel in Venezuela’.
Formerly in private practice at The Legal 500 recommended Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados for almost a decade, João Camarota decided to move in house when he realised that Brazil’s booming (pre-crisis) capital markets were converting him into an equity deals specialist and not a rounded capital markets lawyer. Joining Morgan Stanley as a vice president, he began to cover not just capital markets and investment banking but also derivatives agreements, fixed income matters, funds and other areas that ‘gave him a real opportunity to learn the business’. By his own account, this experience greatly facilitated his step up to regional general counsel in 2010. Since his arrival he has overseen the restructuring of the bank’s local business in Brazil but is most proud of having ‘built a relationship of trust, proximity and partnership’ with the company’s other business units. ‘They see us as a support, as facilitators now, even if on occasion we have to say no. If we refuse now it’s because the team as a whole has been unable to come up with an alternative way of making a matter function, not because "the legal department said no"’. He has come to see the role, certainly in the context of a financial institution, as a half-way house between private practice and the in-house function in a conventional commercial organization; ‘why? Because here in the bank one is surrounded by deal-doers’. Despite this he notes that ‘with the ramping-up of regulatory scrutiny hugely over the last few years, both locally and internationally, I find myself taken away from deals and increasingly taken up by non-profit making regulatory matters’. Nevertheless, he enjoys the bank’s ‘very healthy, open atmosphere, which fosters frank discussion’, and the increasingly strategic aspect of his role. On external counsel, he is critical of those firms that ‘lack the sense that the right answer might be “no” on occasions’, and is frustrated by their inability to maintain deadlines, ‘especially if they have imposed them themselves’, and the tardiness of billing procedures.
Formerly at The Legal 500 recommended firm Mijares, Angoitia, Cortes y Fuentes, Alejandro Cantú Jiménez is general counsel at América Móvil, Mexico’s largest mobile phone telecommunications company. ‘A very close business advisor to the company’s senior management team, including Carlos Slim’, observers note that ‘he has overseen a build-out of the company’s footprint from Mexico into the rest of Latin America, which is to say that he has overseen it becoming a regional power-house’. He has also been involved in the company’s initial steps into Europe (notably in Italy and Holland), undertaken acquisition activity in the US, and manages all the competition aspects of what is a highly regulated sector.
Having begun her in house career at family-owned forestry group, Maderas Condor, Carolina Carrasco-Acuña has been counsel at the Chilean subsidiary of French multinational conglomerate ALSTOM for 11 years. Since 2010 she has also had responsibility for the group’s transport interests in Perú, Colombia and Ecuador. She credits her former experience as having helped her develop her current position from being a day-to-day support role into ‘a necessary tool for the business’, one that plays ‘a vital part in strategic and other-business related decisions throughout the company’, particularly in relation to local contracts. The challenges involved in ‘obtaining favourable terms in the contracts we negotiate’, along with her increasing participation in commercial matters, are two of the aspects of her position that she enjoys most. As the group’s sole counsel, she has extensive experience of law firms, but sometimes finds this aspect of her role less satisfactory. She has little time for legal advice that is insufficiently geared to the clients practical business requirements, particularly as a result of the substitution of partner engagement with relatively less-experienced young lawyers: ‘when private-practice lawyers assists a business, they should, independent of all round professional capability, display greater commitment and orientation towards helping the business practically resolve those matters that are precisely what brought the company to consult them.’
With ‘versatility, depth and an extraordinary comprehension of the agro-export business’, the ‘dynamic’ José Castelli is head of legal, insurance and corporate governance at diversified commodities and agribusiness group, Bunge, where his responsibilities cover Argentina, Bolivia, Chile, Paraguay and Uruguay. ‘An extraordinarily talented lawyer’, ‘José is the type of in-house lawyer that you wish, as an outside counsel, to interact with when facing sophisticated issues’. ‘In addition to his solid legal knowledge and his great knowledge of international transactions, he has a fine capacity for dialogue with his counterparts so as to achieve mutually beneficial agreements’. ‘Perhaps his first virtue’, says one advocate, is that ‘he wears his team’s colours’, ‘fiercely defending his company’s interests as if they were his own. During his interventions, he doesn’t only take care of the legal aspects of the contracts he negotiates, but also manages to obtain the maximum economic and commercial advantages for Bunge’. ‘Totally committed and completely at one with the objectives and business of the company’, something that has won him both internal recognition and the respect of his colleagues, he’s also characterised as ‘straightforward and open, something which facilitates relations with his peers and working in a team’ and as ‘an efficient coach to the capable professionals in his team’. In addition to day-to-day and transactional matters, one major challenge he has had to deal with is the prolonged offensive by the Argentine tax authority AFIP against the agribusiness industry, utilizing an amendment of transfer pricing rules that dated back to 2003, and exacerbated with the implementation of law 26.351 (also known as Ley Martínez Raymonda), in 2008. Teijeiro & Ballone’s Guillermo Teijeiro comments: ‘throughout all this, José showed the expertise of a seasoned corporate lawyer dealing with areas of law which are not his primary concern; he did it superbly, adding his sound perspective to the input of outside experts. Beyond the intricacies of his specialities, he always showed a clear view of the company’s corporate, operating and business approaches, thus contributing to the decision-taking process with a solid basis on those crucial aspects’. Among other more recent matters, he has been busy in Paraguay, where he led on the structuring of the Complejo Agroindustrial Angostura (CAIASA) joint venture with Louis Dreyfus, a $200m soya mill and port facility in Angostura, Paraguay, which opened in late 2013; and also the establishment of a shipping company, Tio Kike.
Paola Cesarman spent six years in private practice at Holland & Knight–Gallástegui y Lozano, Mexico, before moving in house at Tyco in 2007 where she is regional counsel for Latin America and the Caribbean. That same year she was involved in a corporate restructuring process resulting in the separation of Tyco International (made up of the fire, security and engineered products divisions), from Tyco Healthcare (now Covidien) and Tyco Electronics (now TE Connectivity). In 2012, she was also involved in the corporate restructuring of Tyco Flow Control (now Pentair) and ADT Corporation, which were split out of Tyco international, leaving it focused on fire protection and electronic security. Moreover, during this same period she helped implement a simplification process that has seen the number of constituent companies in the group significantly reduced. These processes have been accompanied by a thorough overhaul of internal processes and controls, and of the use of external counsel, resulting in major efficiency gains and cost reductions. In her regional position, Cesarman works in conjunction with a team of lawyers located in each jurisdiction. She puts strong emphasis on team work ,’for me it’s absolutely fundamental’, and also regards the opportunity to interact with lawyers across the region on an ongoing basis as both personally satisfying and key to remaining attuned to the impact of cultural differences ‘that can very much affect our business’.
A former legal director of the Venezuelan intellectual property agency, Ricardo Colmenter moved in house at Halliburton in 2005 where, as part of the Latin American group, he was responsible for Venezuela, Colombia, Ecuador, Trinidad & Tobago and Suriname. In 2008 he joined oil and gas services company Weatherford International as regional general counsel for the western hemisphere. ‘It’s a huge portfolio of responsibilities given the array of jurisdictions which he oversees’, says one insider, ‘deals, litigation, compliance, training and legal recruitment, he covers the waterfront’. Indeed, Colmenter regards ‘the daily interaction with distinct cultures which undertake business in such divergent manners’ as both the biggest challenge of his position, and the aspect that gives him most satisfaction. He currently directs a team of 21 lawyers (plus ten administrative staff), and has developed a form of management/administration ‘focused upon three fundamental pillars: motivation; the identification of talent; and the accomplishment of defined objectives established in an annual executive plan’. Moreover, the implementation of an array of efficiency measures has seen external legal costs drop more than 60% during his tenure. Externally he has led on a number of integrated projects of global scale, notably Mexico’s Aceites Terciarios de Golfo, better known as “Chicontepec”. He has also, in an unprecedented innovation, originated and developed an advanced training program for the legal departments of state petroleum industries, including Petrobras (Brazil), Ecopetrol (Colombia), and Pemex (Mexico). The co-editor of “International oil and gas transactions in Latin America”, ‘he is without doubt, one of the most knowledgeable and dynamic of in-house counsels, a real generator of added value for his company’.
‘The role of in-house counsel is not only legal management; it implies the management of administrative and budgeting matters, participation in the company’s strategic planning and leadership of human resources’, opines Lina María Cortes, legal director at Fresnius Medical Care. ‘Managing to satisfy all these necessities, conciliating the interests of the team with the requirements of the company and adapting oneself to the changes in the internal and external environment has been the greatest challenge I’ve faced’, she says, noting that, ‘as a lawyer I’ve never had training in the non-legal matters that are today a fundamental aspect of my role’. As head of legal she is part of the company’s executive committee, which ‘permits involvement and a direct, first-hand understanding of the company’s critical matters’, and she draws satisfaction from the knowledge that the contribution of the legal team is ‘fundamental to the company’s operation’. During her tenure she has overhauled the working methodology of the department, and, among other reforms, reorganised the internal management of contracts and electronic archiving processes, achieving notable efficiencies. Externally she and her team played a crucial role in obtaining the status of a ‘permanent special free trade zone’ for subsidiary Fresenius Medical Care Servicio Renal, a critical step in the company’s strategic development in Colombia. Insiders comment on her ‘capacity of delegating legal work amongst the company’s in-house lawyers and outside counsel very efficiently’, something ‘she manages better than most’.
After approaching ten years in private practice, Eliana Crisafio moved in-house as regional head of legal affairs and compliance at pharmaceutical company Boehringer Ingelheim in 2007, before being appointed head of legal for Latin America in early 2012. She directs a team of ten distributed in a non-uniform manner throughout the continent. Given these limited resources, the team has re-assessed its focus on the matters that add most value to the company: standardizing certain procedures, dropping others, and adopting consensually defined best practice models according to the demands of the company’s internal clients. Externally she has been particularly active in assuring adequate patent protection for the company’s products across the region’s differing jurisdictions, something that hasn’t always been in place. Her efforts in this regard (and also in terms of seeking to improve the business environment for the pharmaceutical industry in general), gained recognition when she received the Argentine Pharmaceutical Trade Association’s “ABCD” (Above and Beyond the Call of Duty) award in 2012. On law firms, Crisafio is succinct, suggesting ‘they need to improve their communication skills and speak in straightforward language comprehensible to internal company clients who are not lawyers’, noting that ‘on many occasions I’ve found myself converted into another lawyer’s interpreter’. ‘At this level’, she continues, ‘they should understand that the value of their advice is not in the length of the memo or legal opinion but in its utility for the recipient’.
Formerly with PricewaterhouseCoopers in both Bolivia and the United States, Mauricio Davila is the general counsel of Sumitomo Corporation’s Minera San Cristobal. Unsurprisingly, he has ‘an excellent grasp of tax matters’ but is also characterised by admirers as ‘patient and calm’, and as ‘having the finest legal criteria, yet remaining adaptable’. His small team, notably including deputy GC and former Ferrere lawyer, Alvaro del Barco (‘very much Davila’s right hand’), recently obtained a judicial ‘amparo’ with regard to guarantees sought by the national tax authorities in a long running case. As the largest mining operation in the country, MSC necessarily has a considerable number of disputes (primarily commercial - with suppliers, distributors and service providers - or environmental) including ICC arbitrations. An insider with knowledge of one international case comments: ‘he worked indefatigably to assemble and manage a legal team to quietly, yet efficiently help the company resolve its disputes. There are very few corporate counsels in the region so adept at working with foreign lawyers and tackling legal issues of such magnitude and complexity’. Advocates also comment that ‘the breadth and scope of the work he understands is remarkable, from drafting a very complex contract to dealing with the most complex disputes; all this without having Japan sitting on his shoulder. The company has learned to receive his management of all these issues as “the best strategy to follow”, a truly remarkable achievement in such a sizeable corporation’ As Norton Rose Fulbright’s Anibal Sabater notes: ‘the most knowledgeable and sophisticated GC in a local company I’ve worked with’.
Vice president of the legal department and for corporate governance, and also a member of the executive board at Braskem, Mauricio Roberto de Carvalho Ferro is ‘a delightful person’, who is blessed with ‘one of the best legal minds I've come across’ according to one international peer. One of the largest petrochemical groups in Latin America, the company has embarked upon an extensive regional and global growth program, involving Ferro in ‘a number of highly complicated and innovative acquisitions across the region’, as well as several in the US and Europe. These include the largest project financing in the Latin American petrochemicals sector (the Braskem-Idesa consortium’s $3.2bn for development of the Etileno XXI project in Mexico), and more recently, a $290m bid for Solvay Indupa, currently subject to regulatory approval by Brazilian competition authority, CADE and, significantly, Argentina’s stock market regulator, the CNV, where the deal is the first to be subject to new capital markets regulations designed to protect minority shareholders and enacted in late 2013. With former private practice experience, most notably at Bulhões Pedreira, Bulhões Carvalho e Advogados Associados, Ferro has a ‘very collegial way of building consensus and getting people to the right answer’, according to observers, who credit his ‘leading of the legal effort’ as playing a key role in the company’s successful expansion to date.
Currently associate general counsel for the Intelsat Corporation, Gonzalo de Dios has over 20 years’ engagement with the telecommunications sector, much of it with particular relation to Latin America. Moving in-house as regulatory counsel at Winstar Communications in 1999 (after five years in private practice), his responsibilities included all regulatory aspects of the company’s fixed-wireless broadband operations (such as spectrum allocation, frequency authorizations, service licenses and operational activities) as well as international lobbying and government regulations. He subsequently moved to PanAmSat Corporation as counsel and director of regulatory affairs, where in addition to responsibility for regulatory matters concerning the company’s Latin American satellite operations, he also coordinated institutional relations and supported operational, corporate, contractual, and tax matters throughout the region. Today, as Intelstat’s associate general counsel, his regulatory responsibilities are global but he remains the principal legal interface for the company’s joint-venture operations in both Brazil and Mexico. Since his arrival he has sought to standardize the manner in which regulatory matters are attended to and, given the importance of regulation to the communications and telephony sector, involved the legal department directly in the company’s key business units so as anticipate both legal and regulatory issues. Proud of an unblemished compliance record in the diverse jurisdictions for which he has responsibility, he regards the greatest challenge in his role as leading on complex questions that are not primarily legal in nature. ‘It’s a constant challenge but at the same time it opens the possibility of learning something new’. He regards success in the in-house role as depending upon ‘one’s ability to understand and measure the risks that can affect the operations or strategic planning of the business’, and to this end he sees it as necessary for law firms to ‘increase the opportunities for their associates to work with legal personnel in house’, so as to increase the value they represent to (future) clients. This in turn should simply be one aspect of firm’s attempts to develop an offering more truly suited to clients’ needs.
Fernando Devoto is the director of corporate legal matters and institutional relations for Grupo Gloria, a diversified Peruvian conglomerate active across the food & dairy, sugar and alcohol, cement, phosphates, paper & pulp and transport & logistics sectors. With activities in seven Latin American jurisdictions (Peru, Argentina, Bolivia, Colombia, Colombia, Puerto Rico and Uruguay), it boasted consolidated sales of over $3000m in 2013 and a labour force of some 29,000. Remarkably, the group has averaged three major transactions every two years for approaching 20 years. During this profound growth, Devoto has overseen the corporate restructuring of the entire group; instituted a system of “double reporting” (to both legal and general directors) for the legal department, and instituted a rotation system that ensures all its members gain exposure to differing aspects of the business. Externally, he has led on a range of matters, both financial/transactional (such as bond issues, syndicated loans and acquisitions), and contentious, not least the successful conclusion of a seven-year, $240m case against the government of Puerto Rico related to regulations in the dairy sector. Private practice advocates speak of ‘a fantastically capable lawyer’, who leads on all the group’s relevant matters, and ‘has the sophistication and expertise to handle everything from delicate issues, litigation and transactional work.’
Cuban-born, Princeton graduate Rubén Díaz Jr, general counsel of Nicaraguan holding company Grupo Pellas, has ‘a keen intellect, over 30 years’ experience, and is very capable’. From private practice at Hughes Hubbard and subsequently Steel Hector, ‘in its heyday’, he moved to what was then Ernst & Young Legal (Latin America), where, as general counsel, he would be responsible for winding down the legal department, ‘a unique experience that gave him a singular perspective’. ‘He has been a leading private practice partner and he now heads up a major private sector group – he has a real 360-degree view of the profession’, comments Foley & Lardner’s Francisco Cerezo. In 2004 Díaz joined Pellas Group-company BAC Florida Bank as general counsel before becoming general counsel to the group as a whole in 2011. With a presence in the US, the Caribbean, Central America and Panama, holding entity Grupo Pellas, is made up of more than 25 companies in sectors including finance, agro-energy, tourism, telecoms, real estate and insurance. The $1.9bn sale of BAC Credomatic in 2010 and in which Díaz was centrally involved, remains the largest financial transaction ever in Central America. ‘It was an incredibly complicated, multijurisdictional deal, in a heavily regulated industry’, comments one insider, ‘a remarkable achievement’. Characterised as ‘extremely bright’, he’s also ‘a hands on person who doesn’t mind hearing all the details, but also practical, no-nonsense and incredibly organised. Moreover, he anticipates issues, which makes an outside lawyer’s job so much easier, he knows how to cut through to the important stuff and to get the deal done’.
Jorge Dueñas Zapata is associate director for legal compliance and ethics for Mexico, Central America and the Caribbean at pharmaceutical company, Boehringer-Ingelheim. Formerly in-house at Banco Capital where he was deputy legal director for corporate matters, he has been at Boehringer since 2000, and currently manages an eight-strong team. Given the heavily regulated nature of the pharmaceutical sector, and the key role played by intellectual property matters therein, during his tenure he has overseen the implementation of updated control systems for trade marks and patents (as well as litigation and contracts), the digitalization of all judicial archives, and new ethics and compliance programs across the jurisdictions for which he is responsible. In addition, as a trained auditor, Dueñas has also been called upon (both individually and leading a team, as required), to audit the success with which differing offices have implemented new norm, such as in relation to the so-called ‘Sunshine Act’ in the US, and on general compliance matters in Peru. Notwithstanding the success of the programs he has implemented, and the corresponding establishment of what one commentator called a ‘solid culture of compliance’, it is a more traditional problem that has been the greatest challenge in his post to date: the establishment of effective and efficient distribution mechanisms throughout Mexico, Central America and the Caribbean.
Formerly in private practice at Araque, Reyna, Sosa, Viso & Pittier (now:Araquereyna), Nicolás Faillace joined Perenco (Venezuela) as legal manager in 2006. Appointed legal and administrative manager in 2008, he retained this role upon becoming regional legal advisor for Latin America in 2011. With a masters in petroleum law and policy from the University of Dundee’s renowned Centre for Energy, Petroleum and Mineral Law and Policy (CEPMLP), he also sits on the board of Petowaro, the PDVSA-Perenco joint-venture that operates the Pedernales and Ambrosio fields. When not assigned to particular group projects, Faillace manages a team of 20 including eight lawyers across four jurisdictions. Moreover, he does so from the firm’s London offices, an added challenge given that ‘the values, principles and manners that regulate the activities of Anglo-Saxon lawyers differ in great measure from those of the lawyers in Latin America, differences that can generate mistrust and doubt and which, if not attended to in good time, can destroy a project’. By his own admission his career has focused upon the petroleum industry in ‘complex and challenging jurisdictions’. His current role covers countries such as Ecuador and Guatemala, as well as Venezuela. Law firm partners point out his ability to balance legal expertise and business awareness: ‘At no point does he drop his guard and lose sight of the commercial bearings his company needs to maintain; however, he can also dive into the detail and technical aspects of legal matters’. Moreover ‘he is always completely up to speed with what is happening in his and other related industry sectors and is therefore able to offer a comparative view of the market, and as a result, frame priorities’. ‘All-in-all’, say admirers, he is ‘the ideal type of in-house counsel’. Faillace is also qualified to practice in Ecuador (where he sits on the board of Oleaductos de Crudos Pesados, a $1.5bn project), and is currently studying for admittance to the Colombian bar.
In the dismal financial scenario resulting from the 2008 financial crisis, the decision by Grupo Financiero Santander Mexico to pursue a dual listing (in both the US and Mexico), in late 2012, was a major challenge. Not only would it thus become the first Mexican bank to go public, but the deal also constituted the largest-ever offering by a Mexican issuer (not to mention the second largest in the US that year after Facebook, and the largest Latin American IPO since 2009). With a strict schedule, the operation required not only the coordination of the banks legal teams but also those of the placement-agent banks, as well as the management of relations with the relevant authorities in the US, Mexico and Spain. ‘The huge success of the operation’, it raised $4.1bn, ‘was fundamentally down to one man, Eduardo Fernández Garcia-Travesi’, the group’s director of legal affairs since 2006. Having joined the company in 1992, his position today covers areas including compliance, anti-money laundering and fiduciary matters, as well as regulatory matters and contingency investigations, for which he directs a staff of more than 200. Thriving on the broad vision of the business that results from involvement with each of its units (‘I love what I do’), he particularly enjoys the legal challenge constituted by the structuring of innovative transactions. Given the group’s size and weight in the Mexican market, he also finds himself involved with a range of other institutions (both public and private), and in commenting upon legal and regulatory projects. Notably, he is one of the few general counsel to suggest that one can learn from law firms, although he does recognise the need for the greater institutionalization of law firms in the local Mexican market.
While he has worked in other industry sectors (principally aeronautics, at Embraer) and also spent time in private practice (at intellectual property specialists, Gusmão & Labrunie), Paulo Fonseca has primarily developed his career in the pharmaceutical sector where he has over 15 years’ experience. Beginning his career as legal director at Merck Sharp & Dohme, and having also spent time at Abbott Laboratories, Syngenta Crop Protection and Syngenta Seeds, he is currently legal manager and associate general counsel for Brazil and Latin America at Amgen. Responsible for establishing the company’s in-house legal department, he has sought, ‘from the beginning’ to impart ‘a strategic orientation to add value to the different businesses in full alignment with international legal guidelines’, ensuring that ‘any legal activity has the same objectives as the business, but with the necessary independence’. Insiders identify him as ‘a real specialist’ and ‘the best expert in medicine registration and the local FDA regulations’, someone who is genuinely ‘focused on the highly regulated pharmaceutical market here’ (‘they’re really complex regulations that very few really understand!’). One partner who undertook a transaction with him notes, frankly, ‘his knowledge of the sector far outstrips ours’, adding that ‘it is hugely complex to register a new product or open a new company in this sector and he has this information and know how; he can guide corporate lawyers who know the process in other sectors through it in this one’. Thriving on ‘proximity to the decision making circle and the ability to influence it’, Fonseca nevertheless notes that ‘on many occasions’ the greatest challenge is simply ‘to be heard’.
With private practice experience at Sáenz Valiente, Padilla & Asociados (today Sáenz Valiente & Asociados) and Pozo Gowland Abogados, and also as a foreign associate with Hunton & Williams in New York, Fernando Freire moved in-house as corporate counsel for Grupo Insud in 2007. A diversified holding with activities ranging from the pharmaceutical, agro-industrial and fisheries sectors to publishing, film production and design (as well as a not-for-profit Foundation), Grupo Insud had no internal legal capability whatsoever upon his arrival; as result he has had to develop both its structure and processes from the ground up. Today he directs a 30-strong department (20 of whom are lawyers), and has overseen the restructuring of the group’s forestry and fisheries businesses (Pomera Maderas and Garruchos Agropecuaria, respectively) as well as the $32m acquisition of Danzer’s Argentine forestry holdings in 2011. He justifiably takes pride in the fact that all the group’s constituent businesses look upon the legal team as ‘an ally and a counsel when it comes to decision taking’. (‘He’s been a significant asset to our firm’, notes one internal client). Commentators speak of ‘a lawyer who really understands the law in each of its distinct areas, has broad negotiating skills, and is capable of developing successful legal strategies, be it in transactional matters or in complex litigation’. Admirers also note his human qualities, pointing to his ‘honesty, good faith and respect for his colleagues’; as he himself notes, ‘trust is priceless in the professional life of a lawyer and it is not earned from one day to the next but rather on the basis of hard work and the development of a relationship of mutual confidence with the client, be they internal or external’.
Ana Carolina de Salles Freire spent over 15 years at leading law firm TozziniFreire, latterly as a partner, before moving in house at AES Brasil, initially as legal director, and since May 2013, also as director of compliance matters. Since her arrival, she has sought to integrate the work between the corporate and contract teams, particularly as regards debt issuance and transactional matters. This is of no small consequence given that, in the last 18 months alone, she has undertaken the legal coordination of the issuance of more than $1bn in debentures for the group’s Brazilian companies, AES Eletropaulo, AES Tietê and AES Sul. On the compliance side, while the company was already subject to the FCPA due to its US parent, her implementation of a corporate governance portal across the group’s Brazilian companies in 2012 has proved timely given that Brazilian anti-corruption legislation came in to effect in January 2014. Much to her own amusement, what started out as her biggest challenge, adapting to the corporate context after so long in private practice, has today become one of the aspects of her role that she most enjoys: ‘being close to my clients and to the business gives me the chance to learn much more and to embrace the challenges and projects with a passion and intensity that a lawyer cannot do when working for a law firm. It is a totally different approach and I really enjoy it’. Given her experience of private practice, it carries weight when she speaks of external counsel, whom she thinks ‘should pull on our shoes and better understand our business when providing assistance to us, pay attention to the deadlines and deliverables, and drop the “legalese”, adopting a more direct approach when interacting with us and providing legal advice to our business people’.
With a strong background in the telecommunications sector, (he was formerly in house counsel at both Telecom Argentina and Telecom Personal), Gonzalo García Lussardi has been regional counsel for Tyco Argentina since late 2007. His responsibilities cover all legal, regulatory, public affairs and compliance matters across Argentina, Bolivia, Colombia, Paraguay and Uruguay. Since he joined, he has overhauled the legal department’s procedures, standardizing and simplifying the processes for attending internal clients, introducing software to permit ongoing case management, and establishing a metrics-based “control & report panel” so as to facilitate real time monitoring of the department’s activity (and its correction as necessary). Among notable achievements, he regards his role in ‘the strategic planning and execution of a defence’ in the face of a number of litigations ‘whose size threatened the company’s future in one jurisdiction’. Concurrently, he regards it as precisely this opportunity to collaborate actively in the design and implementation of business strategies in differing jurisdictions as among the most rewarding aspects of his role. While noting that law firms continue to fall short in terms of ‘speaking the “language” of business’ and fully ‘partnering with general counsel’, he suggests they should ‘focus a little more on opportunities and a little less on risk’. He also believes that in-house practitioners have additional work to do, notably in terms of the depth of their grasp of financial language ‘so as to be capable of understanding and gauging the economic impact of the advice we give’, and also to improve their capability ‘to communicate complex technical knowledge in simple and effective terms’.
With ‘remarkable industry knowledge’, Rodolfo Mario García Paredes has been at Colombia’s state hydrocarbons enterprise, ECOPETROL, for 14 years. His tenure stretches back to before the company’s crucial 2003 restructuring (designed to allow it to compete in the global hydrocarbons industry), and the subsequent 2006 decree that allowed private investment in the company, thereby facilitating such competition. Currently head of corporate legal matters, García notes that these processes, which ‘from one day to the next put the company in direct competition with the private sector’, involved, from a legal perspective, ‘a profound change of culture, the learning of new juridical material and new forms of doing business, which one had to pick up in accelerated and rigorous fashion’. With the company’s subsequent international expansion into Brazil, Peru and the US, the legal department found itself involved in joint ventures, farm out agreements and joint study and bidding agreements, matters it would have not have handled even shortly before; today his dozen-strong team are ‘recognised experts’ in such work. A more recent transactional challenge was the $1.75bn acquisition (in conjunction with Talisman), of BP Exploration Company Colombia, in early 2011. This involved a legal team of 25 on due diligence matters alone, as well as parallel negotiations with both the vendor and the co-acquirer. One international counsel who worked on the deal, Norton Rose Fulbright’s Chrysten Perry comments ‘he’s very careful, very thoughtful. Throughout all the pressures he is very reasoned and calm’. Moreover, ‘he’s a good listener, careful in his thinking and someone who works through problems collaboratively. Frankly, he’s a pleasure to work with’. García says of Ecopetrol: ‘with 120 lawyers it’s not unlike a law firm, and as the biggest company in the country, and with our expansion overseas, the work one undertakes is very interesting from a juridical point of view. Personally, I also have the sense that I am working for the good of the country’.
An unusual figure insofar as that he has held both legal and non-legal positions, Javier García García ‘runs the legal department of one of the largest and most sophisticated holding companies in the Mexican market’: Kaluz, which includes global chemicals-player Mexichem in its portfolio. ‘Very well regarded in the legal community’, he is ‘a leading in house figure for dealing with challenging and sophisticated transactions and issues’; most recently a $1.5bn joint venture between Mexichem and Oxy for an ethylene cracker in Ingleside, Texas, in late 2013. ‘What I love most about my position’ he notes, ‘is the constant challenge of the multiple projects in which I have participated’.
With extensive experience at The Legal 500 recommended firms such as Argentina’s Estudio Beccar Varela and Brazil’s Pinheiro Neto, Pablo Gay Ger moved in-house at Repsol YPF Brasil (today Repsol Sinopec), in 2003. Since his arrival he has restructured the legal department, recruiting new lawyers, and developing new and specific areas for research and development, engineering and procurement and corporate matters. Among major achievements during his tenure, he takes pride in Repsol’s successful participation in Brazil’s 7th hydrocarbons bid round and consequent expansion of its exploration portfolio. He and his team were responsible for the company’s original qualification, the issuance of the bids, negotiation and execution of joint bidding agreements and articles of association, and (for successful bids) the negotiation of the joint operating agreements. A second and truly transformative matter for the company was his negotiation and closing out of the transaction with Sinopec (formerly a minority shareholder), by which the Chinese group acquired a $7.1bn, 40% stake in the company, thereby assuring its ability to proceed with development of its pre-salt concessions without floating the business’ Brazilian arm, as had been considered. Enjoying the challenge of drafting agreements and business negotiation, he is also enthusiastic about working as a project leader and ‘motivating the people involved in a common goal’. While he regards his years in private practice as ‘really very helpful in my day-to-day work as company in-house’, he believes external counsel still need to improve upon the timeliness of their responses, availability and rates. Looking ahead, he sees compliance matters relating to company third-parties and partners, along with shifts in the regulatory framework, as among key challenges facing in-house counsel in his sector.
Eduardo Gedeon has been with leading Brazilian construction group, Odebrecht, for 25 years, during which time he has worked with a number of the group’s 14 different business units, such as oil & gas, and in an array of jurisdictions, including African states. He is currently general counsel for Latin America for the business’ infrastructure unit, although this does not include Brazil and Venezuela, which each have their own general counsel. Having previously only visited countries as a specific project required, more recently the company has built in-house capability in most jurisdictions, a development in which Gedeon has played a significant role. Local counsel in each jurisdiction now handle all day-to-day matters, freeing him to attend to strategic issues such as concession and PPP agreements, and investment. Despite having over 50 lawyers across the region, he is clear that ‘we do not work in a law firm: this is not “a place for lawyers”, but rather a business environment with highly trained people from other backgrounds - economists, engineers, businessmen’. Our role is to facilitate the implementation of business strategies while reviewing all regulatory and compliance aspects so as to ensure there are no transgressions or conflicts. ‘The reality is’ he says, ‘that after many years, I truly believe there is no conflict. We have to point out the consequences of taking a particular route and suggest alternatives; balance, we have to find a balance’. Finding the way to do so, ‘being able to break a deadlock while maintaining all legal and compliance requirements’, he regards as ‘very satisfying’. Gedeon is similarly forthright as regards his requirements from external counsel; with multiple operations in process at any given time, ‘over-runs and additional costs are unacceptable’; as are insufficiently senior lawyers: ‘people who are not senior have trouble saying “Yes” since they are not sure; but, in a business scenario we need immediate decisions and it is only someone senior who can take those instant decisions’.
Legal director for the southern cone (& ‘LatAm Pacific’) at GlaxoSmithKline since 2005, Fernando Gestal has a small team in which he has sought to inculcate a culture of risk management. He regards knowledge of the business and its risks, and the intricacies of both company policy and local legislation as ‘powerful tools that grant us a broader vision and enable us to provide better legal support of our businesses, thereby generating greater added value’. Currently responsible for seven jurisdictions, he regards his success in establishing the relevance of the legal department to business development and growth, ‘even in those countries where the team has no physical presence’, as among his most significant achievements to date.
Adecoagro’s chief legal officer for Argentina, Brazil and Uruguay, Emilio Gnecco has been a member of the company’s senior management since 2005. Formerly in private practice at The Legal 500 recommended Marval, O’Farrell & Mairal (and with additional experience at the national civil court of Appeals), he is ‘one of the best young lawyers I’ve encountered in the last 10 or 15 years’, according to one former private practice colleague, ‘a real star’. His handling, in the midst of the financial crisis, of the company’s 2011 IPO on the New York Stock Exchange (the last by an Argentine entity), raised $314m and was ‘masterfully managed’, according to sources familiar with the listing. Rightly proud of that success (he notes the difficulties of ‘harmonizing farming culture with the levels of compliance and standards required of a public listing in New York!’), he considers ‘having formed a work group that can develop both personally and professionally in a working environment that is cordial despite the intensity of the tasks they are responsible for’, as an equally significant achievement.
Born and raised in the Dominican Republic, Carlos González is vice president and chief M&A counsel for Prudential Insurance. With an impressive private practice career, first at White & Case, and subsequently at Debevoise & Plimpton, he has risen through the ranks at Prudential, a company that has opted to retain (legal) corporate transactional and financing capacity in house. Today ‘he sits at the top, at the group holding level’. Insiders identify him as ‘deeply impressive’ and ‘a hard-charging deals-guy’ who, still only in his early-40s, ‘has excelled throughout his career’. Advising on all transactional matters, his brief also covers the company’s strategic initiatives across annuities, retirement services and asset management.
Formerly in the public sector, first as general counsel of government investment bank COFIDE and then as legal superintendent at Peru’s banking regulatory body, the Superintendence of Banking, Insurance and Pension Funds (SBS), Enriqueta González de Saenz was appointed general counsel and secretary of the board of directors at BBVA Banco Continental in April 2001. Since 2009, has also been chief compliance officer at the company. Described as ’an excellent lawyer with complete mastery of legal banking matters’, she participated in the special group that drafted the current banking law in 1996. More recently she has played a key role in innovative transactions undertaken by BBVA, such as Peru’s first mortgage-backed securitization deal in 2007, and the simplication of the contracts for the retail business in 2011 (which have since become standard for both the local banking industry and the BBVA Group in general). As president of the banking law committee of Peru’s banking association (ASBANC) in 2009, she also has experience representing the industry before congress and the banking regulator in relation to key regulatory issues. Internally, her management skills are noted, with admirers pointing to her ‘ability to recruit and keep an extraordinary team of in-house lawyers’, not least Anabelí González Velapatiño, head of legal for global banking (corporate and investment banking). During González's tenure, BBVA Continental has grown to be the second largest financial institution in the country.
Chief legal officer at multi-business company Ultrapar Participações, since 2008, Sandra López Gorbe has built a reputation for being ‘a leader in best practices in the corporate governance and compliance area’. She is also ‘an expert in M&A and related financings’ according to commentators who point to her key role in the firm’s strong recent expansion both in Brazil and regionally, and that have given it operations in Mexico, Argentina, the USA and Venezuela. Recent transactional activity includes the successful completion of a $74m acquisition, via subsidiary Oxiteno, of Uruguay’s American Chemical in 2012; and a $457m association agreement with Imifarma for the acquisition of a 100% stake in Extrafarma.
Based in Brazil, Osvaldo Grossi is Latin American regional general counsel for HSBC Bank. He manages a sizeable team of over 300, including 186 lawyers, spread across Argentina, Brazil, Chile, Colombia, Mexico and Uruguay. He has steadily developed his career in the banking sector since early, non legal, experience working at Bradesco, since when he has held legal roles at Chase Manhattan during the 1980s (first in Rio and subsequently Sao Paulo), then at Santander subsidiary, Cresiful, at Citibank, and then Banco Santander. This has necessarily involved him in numerous high-profile transactions, not least the acquisitions of Banco Noroeste, Banco Meridional and Banco Bozzano by Santander; and those of Losango (Paraguay), and Banco Lloyds and Bank of America (Brazil), on behalf of HSBC. More recently he has handled the latter’s disposal of its holdings in Central America (Costa Rica, Honduras, El Salvador and Panama) as well as those in Peru and Paraguay. ‘Top flight, without doubt’, according to admirers, he ‘enjoys the advisory side of his role and working as a team to overcome professional challenges’. Moreover, it was his ‘transformation of a fragmented legal area into a strong, centralised legal department with standard controls, cost reductions and higher level consistency’ that has facilitated such transactional success. Currently managing the latter phases of HSBC’s divestment program (in Colombia and Uruguay), insiders talk of ‘a lawyer of great capability and very clear business vision but one who at the same time leaves space for his external lawyers to act as they see fit and to retain some autonomy’ and who ‘can delegate with confidence since he builds teams efficiently’.
Chief legal counsel for Latin America at global market analysis behemoth, The Nielsen Company, Denise Guillén’s responsibilities cover 18 countries. Since her arrival at the company three years ago, she has implemented the company’s internal global policies across the region and radically overhauled the use of external counsel, establishing preferred suppliers, bringing the majority of work in house and as a result, substantially reducing costs. In the process she has converted the legal function into a growing department on a par with other business units and with its own budget. In addition to her role as counsel, Guillén is also regional ombudsman with responsibility for compliance, working closely with the human resources, finance, client service, and privacy departments. Given the sector in which the company works, confidentiality matters are a major consideration and insiders note that she is ‘singularly excellent in terms of privacy matters and associated risk’. She is also reputed for her knowledge of tax issues. With considerable experience in private practice (notably at full-service firm, Basham, Ringe y Correa), she also has strong views on external legal service provision and the need for law firms to truly ally with the in-house team, demonstrating pro-activeness and orienting its advice to both the institutional and business requirements of the company. ‘Both internal and external lawyers are necessary to companies but completely disposable if they do not have the “business acumen” or “industry knowledge” the company requires’, she comments. ‘Lawyers should create value for their clients on a day-to-day basis and know the commercial environment in which each client or business unit is active, so as to be up-to-speed with the technical peculiarities and requirements of each one’.
General counsel of the Latin American operations of Macquarie Infrastructure and Real Assets (MIRA), the Macquarie Group’s alternative asset management business, David Handelsmann is ‘a dealmaker in every sense of the term’. Australian by birth and a self-taught Spanish-speaker, commentators note that ‘one of his most impressive traits’ is his ‘rare talent for absorbing legal and industry knowledge and putting it into practice’. Insiders also applaud an ‘impressive combination of legal judgment and business acumen’ that has allowed him to structure transactions across myriad practice areas and industry sectors, and to ‘spearhead ground-breaking deals which require construction from inception to completion without past precedents’. This was demonstrated most recently (2012-3) with his establishment of Macquarie’s Mexican real estate investment trust, an ‘extraordinarily complex project’ involving the setting up of the fund itself, the negotiation and acquisition of two portfolios of real estate assets (totalling 244 industrial real estate properties in 21 cities across 15 Mexican states), three portfolio-level real estate debt financings, one fund-level debt facility, and the subsequent Mexican IPO (with a global private placement pursuant to Rule 144A/Reg. S), which raised approximately $1bn of equity and $1bn of debt. This multifaceted project required him to consider the legal aspects of four transaction types: fund formation, acquisitions, loan financings and equity capital markets, as well as the real estate sector, while remaining attentive to both local (Mexican) regulations and Macquarie’s global practices. He is ‘without doubt, a standout figure’.
‘Intelligent and a great team player’, Carlos Henao is general counsel of Grupo Éxito, Colombia’s largest retail group. Also responsible for corporate matters, since his arrival he has overhauled the entire legal department, restructuring it in tripartite fashion into: legal (with 18 staff); risk, insurance & compliance (a further 13); and corporate social responsibility (another 12). Not only has this facilitated greater control and efficiency, and improved follow-up times, but it was achieved without additional expense for the company. He has also established a small in-house IP capability, which, employing patent software, has facilitated the maintenance of protection at a regional level in conjunction with cost control. Externally he has led on significant matters such as the legal coordination of a $1.4bn share offer and the subsequent $750m acquisition of Uruguay’s leading retail chain in what constitutes the company’s first step towards regional expansion. He ‘enjoys the dynamism and diversity of the matters that present themselves in the business of mass consumption and in particular, retail’. ‘Every day, problems present themselves that one has never confronted before’ he notes, ‘and one has to take decisions with the information available’. One private practice partner notes ‘it’s a pleasure to work with Carlos. He’s a very “executive” person and he maintains very good relations with external counsel: he gives us the freedom to work but is always up-to-speed with what really matters, and is always on hand to give an answer – even if it’s between flights since he has to travel extensively’.
Amat victoria curam (“victory loves preparation”) could be Francisco Hernández’ motto, according to external counsel who’ve worked alongside him. Recently appointed general counsel for growth markets at Tyco International, he joined the company in 2005 as chief compliance officer and senior corporate counsel, before being appointed general counsel for Latin America in 2007. ‘He’s probably the most thorough and well-prepared in-house I have met’, comments Costa, Waisberg, Tavares Paes Advogados’s Antonio Tavares Paes Jr. In his new role he remains involved in Mexico and Brazil, and in particular the latter, where the company not only recently acquired Exacq Technologies in a $150m deal, but also has a number of joint ventures. Insiders repeatedly identify his ‘strategic approach when dealing with cases’ and also note his ‘concern to anticipate the main issues that may arise’. Regarded as an ‘incredible team leader and team player’, counsel also appreciate that ‘while he expects his strategies to be executed with efficiency, he is very interactive and open, rather than dictatorial; he understands the problems and gives one the opportunity to voice an opinion’.
A former chair of the Inter-American Affairs Committee of the New York City Bar and member of its executive committee, Joe Hill has had an impressive trajectory: having served as general counsel for Latin America at both JPMorgan and MetLife, he is currently managing director and head of legal and compliance for Latin America and Iberia at BlackRock, the world’s largest asset manager. Unsurprisingly, such positions have involved him in hugely significant matters, both transactional, such as Metlife’s $16.2bn multijurisdictional acquisition of American Life Insurance Company from AIG in 2010; and contentious, such as the largest and most complex litigation dispute ever faced by JPMorgan (and a number of other financial institutions) in Latin America, following the failure of Uruguay’s leading bank. This resulted in two arbitrations seated in New York, as well as both criminal and civil litigation in a myriad of jurisdictions, all of which were resolved favourably for the bank. Today ‘the face of BlackRock in all of its Latin American strategy’, the US-born Hill formerly worked at Mayer Brown and Uría Ménendez and is fluent in both Spanish and Portuguese. ‘He is unique as a general counsel’, comments Ferrere’s managing partner Andrés Cerisola, ‘in so far as he is both very hands on, but, while always knowing every facet of a case, also being willing to defer to external counsel once he feels comfortable that he is in good hands, although one has to win that trust. He is always deeply involved and absolutely up to the minute in his knowledge of a case. A true team builder, he can bring on board big names and have them work effectively together, and he has both local and linguistic cultural skills. All in all, a range of talents that one does not always find in high-level corporate counsel and less still in the banking and finance sector’. A member of the Council on Foreign Relations, Hill also somehow finds time for significant pro bono activity and sits on the board of the not-for-profit Acción Internacional, a leading microfinance organization.
Another of the younger figures on this list, the ‘stupendous’ Mauricio Ibáñez Campos, only took the ‘super high-profile position, both locally and internationally’ of general counsel at Grupo México in 2012. He has already been hailed, however, not only for his ‘invaluable global and strategic perspectives’, but in particular for ‘quickly managing to exercise strong control of long-standing legacy issues’. One of the country’s largest companies, Grupo Mexico is active in the mining, transportation and infrastructure sectors, and has a range of holdings across Mexico, the US and Peru. At least by training ‘a transactional lawyer more than anything else’, Ibáñez has not only led on a number of highly significant and sophisticated M&A transactions since his appointment, including the 'taking-private' of Southern Copper and a hostile offer for major Mexican airport concessionaire, Grupo Aeropuerto, but has also had to deal with sizeable contentious issues. Not only has he ‘learnt Grupo Mexico’s business inside-out, and everything there is to know about the mining industry’ say commentators, but he ‘has proved to be a master strategist with a superb understanding of complex legal issues in both transactional and litigation matters’. All admirers concur that ‘to arrive at such a complex group and pick up the reins so quickly is undoubtedly a major achievement in itself’. Ibáñez worked at a number of major firms including Baker & McKenzie, White & Case and (what was then) Jáuregui Navarrete Nader & Rojas, before founding Ibáñez Schriever & Hoffman (now Ibañez, Quintana, Saavedra & Hoffman), where he acted as managing partner. ‘Very straightforward’, ‘demanding of his team’ and ‘brilliant on transactional matters’, he ‘always seeks the growth of the company’ and ‘has a very pragmatic vision that really makes him easy to work with’.
Rocio La Torre spent almost eight years in private practice at recognised energy-sector heavyweight, Estudio Muñiz, Ramírez, Perez-Taiman & Olaya Abogados, before moving in-house at Peru LNG in 2005. Moving to Petrobras Energía Peru in 2010 as senior legal advisor, she overhauled both the legal team and the panel of external legal service providers with great success, also establishing training programs for all members of the legal department, updating goods and service contracts; and implementing the use of legal alerts and legal opinion registers. In early 2013 she moved to the company’s exploration division as senior project manager to oversee relations with the company’s partner in the development of the Lote 57 gas field, Repsol, managing contractual matters between the parties, including balancing and framework agreements, and negotiations with prospective clients. Her work in this role led her to be appointed to undertake due diligence for the possible sale of Petrobras Peru to China National Petroleum Company (CNPC), and subsequently, as the sole Peruvian in the team, to participate in the negotiation of the $2.6bn sale and the drafting of the sale agreements. Since the finalisation of the transaction in November 2013 she has occupied a non-legal role as commercial coordinator with responsibility for the transition process; indeed, she notes that if the sale of the company has been the biggest achievement in her career to date, taking on the role of commercial coordinator (given the position’s non-legal aspects), undoubtedly constitutes her biggest challenge.
With extensive experience in private practice at a number of Argentine firms between 1996 and 2003, Carlos Lanardonne moved in-house at Empresa Nobleza-Piccardo as senior head of legal affairs for Argentina, Paraguay and Uruguay in 2004. Arriving at Novartis as head of legal and compliance officer in January 2011, he has since become legal director and country compliance head for all three of the group’s businesses: Novartis Argentina, Alcon Laboratorios Argentina and Sandoz. ‘I watched his landing there,’ one insider notes, ‘a real challenge given the highly-regulated nature of pharmaceutical. It’s a very fast moving sector with a huge IP component and extensive regulatory requirements and all three factors are strategic. His understanding of the business in such a short time is really very impressive; he also has excellent legal criteria, great common sense and works hard, going into the depths of the question in hand’. He has a small team with a senior lawyer managing legal matters, a senior coordinator in charge of integrity and compliance, and an assistant working on legal and finance; and is also reported to by the compliance officers for Uruguay, Paraguay and Bolivia. Praised as ‘10-out-of-10’ for team work: ‘I see him as having a real talent in this area’, comments one observer, ‘he’s very executive and knows how to delegate, how to pull together multidisciplinary teams and how to listen’. Since his arrival he has completely overhauled the company’s legal capability, building a department ‘virtually from zero’ that now handles 90% of legal matters internally, has reduced litigations by some 30% and reduced external legal costs by 200% over the last three years. Among collateral efficiency gains, the company has also improved control of its compliance and data privacy programs. In the process, internal company perceptions of the team have moved from that of “a necessary ill”, to that of a key business partner. Lanardonne has also had extensive engagement in significant corporate matters, from overseeing the restructuring of Nobleza Piccardo, to more recently, the Argentine aspects of Novartis’ $12.9bn acquisition of Alcon. He sees his task as that of ‘seeking the fine balance between the role of the guardian, who permits the business and its directors to pursue a sustainable path in the long term, and that of business partner for the taking of decisions in which the risk/benefit analysis is a preponderant factor’.
Cristina Lloreda became vice president for legal affairs at holding company Sanford Management, where she handles the legal requirements of a portfolio of 15 companies, in May 2013. Having begun her career at Colombian firm Brigard & Urrutia, and subsequently spent time with Cleary Gottlieb Steen & Hamilton in New York, she first moved in house at Citibank (Colombia), joining as a senior attorney in 2009 and rapidly being identified as ‘high potential’, an elect group of a dozen staff drawn from among 3000. As part of Citi’s investment banking team in Bogotá, Lloreda was integral to bringing to market the first exchange traded fund (ETF) in Colombia, a significant milestone for the local stock exchange, and one that was built upon over two years of work in close conjunction with the regulators. Admirers are in no doubt as to her quality: ‘she’s definitely someone who stands out: she has a strong temperament, is studious and well-prepared, and expects the same form her external counsel. Fundamentally she’s a “doer”: she delivers’. A former private practice colleague says ‘she’s extremely capable, a real lawyer’s lawyer, and her responsibilities today reach beyond the juridical and into strategic matters’.
Formerly in-house in the energy sector and with in-house experience at The Legal 500 recommended Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga, Silvia Maria Ribeiro Lopes is general counsel for Latin America at industrial and medicinal gas group, Linde Gases. With an LLM from Heidelberg and speaking five languages ‘the breadth of her knowledge across all areas relevant to a general counsel is very impressive - corporate, transactional, taxes, even criminal matters’, according to insiders. She has also had extensive experience of antitrust matters following the opening of an investigation into the sector by Brazilian regulatory competition authority, CADE. One former colleague at Mattos Filho regards her as ‘one of the best lawyers in Brazil regarding energy, you won’t find many with her regulatory expertise’, while another admirer notes, she’s ‘a solver of problems and a brilliant negotiator much loved by CEO’s since she speaks their language’.
A standout figure among the younger generation of Latin American in-house counsel, Marcos de Campos Ludwig, general counsel at Brazilian iron-ore company Manabi, has overseen the company’s growth from a start-up in 2011, to a significant player in its sector, with an impressive roster of investors including Ontario Teachers’ (OTPP), Korea Investment Corporation, and EIG Energy. Heralded as ‘bright, focused, and business-oriented’, he led on the company’s transformational $550m international equity offering in 2011, as well as a subsequent $300m private equity placement and concurrent (pre-emptive) rights offering. Formerly at leading firm Veirano Advogados, and with US experience at LeBoeuf, Lamb, Greene & MacRae, insiders point to Ludwig’s excellence as a communicator, who ‘clearly and effectively helps external counsel understand the client’s needs and objectives, and elegantly fine-tunes outside legal input so it becomes as precise, practical and useful as possible’. He currently manages a seven-strong team which he has built and schooled in ‘a mix of in-depth legal knowledge along with a certain entrepreneurial element’: the ability to weigh risks and decide rapidly in a dynamic market. ‘I try to instil this autonomy and business-mindedness in our young lawyers. If legal decisions come too late it can be very damaging,’ he notes. ‘Deeply experienced and knowledgeable in the areas of capital markets, private equity, M&A, mining regulatory issues, real estate and corporate governance’, Ludwig is ‘as comfortable and effective negotiating a high-complexity international financing as he is advising his company on local regulatory issues’ and ‘navigates the day-to-day legal needs of a growing company in a highly regulated environment masterfully’, according to external counsel who appreciate working with a lawyer who ‘offers a rare combination of legal expertise, business acumen and personal rapport’. Moreover, he ‘understands the life and challenges of both outside counsel and executives and travels seamlessly between both worlds’; and with his ‘ability to translate legal risk into commercial assessments’, he embodies the entrepreneurially oriented general counsel that is increasingly sought after in the Brazilian market. ‘A great leader’, with a ‘rare combination of breadth and depth’, and a degree of ‘personal rapport, empathy and likeability’ that makes him ‘a great person to work with’ Ludwig ‘adds enormous value to the company’, according to insiders who regard him as ‘without doubt, one of the best professionals in Latin America’.
‘A young lawyer, very intelligent and who always has vision’, Renato Maia Lopes joined Votorantim Metais as legal manager back in 1999. In 2008 he was promoted to general legal manager at Votorantim Steel before returning to the group’s metals unit as general counsel in 2011, where he heads teams in Brazil, Peru and the United States. By his own admission, he touched on everything from tax to trade marks to criminal law in his early career, but he made a notable impact in 2004 when he originated an electronic case management control system that is ‘the pride of the department’. His more recent appointments have seen him with greater involvement in strategic matters, particularly transactional and contractual work. Insiders note that ‘he has restructured his team to great effect’ and that ‘he himself is deeply efficient and organised’, thereby ‘facilitating transactions and also staying on the right side in terms of compliance matters and all those issues that can be lost from sight when a company is growing strongly’. Also a member of the company’s conduct committee, one commentator notes ‘he has grown within the organization, which also reflects well on them’.
‘A great all round lawyer, practical, careful and engaged with the issues’, Pedro Mariani is general counsel for Brazil’s leading drinks company, Ambev, a global player that is regarded as ‘truly cutting edge’ (‘the king of logistics and monster of efficiency, it really drives profitability’). Mariani was ‘a key player in the original tie up’ of AmBev with InBev in 2005, a merger facilitated by a unique cross-ownership structure. Since then he has continued to be involved in both local and regional acquisitions as the company has expanded across Latin America, with one admirer noting that ‘not only is he a hands-on general counsel with an impressive breadth of expertise across many different practices’, but ‘he seems to be personally involved in all the major matters of the company’. His former experience includes experience at mining giant, Vale (then CVRD), and, while accustomed to major transactions, ‘he has the patience necessary to deal with those who are not.’ Indeed, admirers highlight ‘his ability to relate positively to the other side during discussions’, regarding him as ‘a nuanced and flexible negotiator,’ but also one ‘who can deal with the toughest issues and the most difficult people’: ‘he can be an iron fist in a velvet glove’. Concurrently, he is also identified as ‘a fantastic mentor’, who has built ‘a very capable team of very young and dedicated lawyers that he has hand-picked and trained with passion and dedication’ and whom ‘he pushes to give their best’. As one international lawyer summed up, ‘he’s tremendously efficient, dynamic and capable; he digs deep so as to understand the issues but is not afraid of decision taking and all this means he is a pleasure to work for’.
Formerly at Coca-Cola FEMSA, where he was general counsel with responsibility for South American corporate affairs, AngloGold Ashanti’s Felipe Márquez, vice president for corporate affairs & general counsel for Colombia, has stunned peers with the efficacy of his transition between sectors: ‘the speed with which has understood the mining sector in general and the specifics of the gold industry in particular is simply breath-taking’, notes one. Moreover he has done so with the mining sector enduring a difficult period in the Colombian market, ensuring that his role involves the management of extensive liaison with government bodies and the relevant mining and environmental authorities. Internally, since his arrival in 2012, he has remodelled the legal department, shifting its emphasis from one of ‘reactive response’ to one of ‘pro-active engagement from the outset with the business’ strategic discussions and decision-making’. This process has involved a shift in the perception of risk and a re-orientation towards the result rather than the means, resulting in ‘counsel more attuned to the business reality than simple legal theory’. The resulting growth of understanding between the legal and other departments has seen it come to be seen as an ally in business ally rather than a hindrance. Nevertheless, commentators say his most notable achievement to be his management of the numerous litigious issues that have arisen around the company’s La Colosa project. Dissolving the previous defence team, he has replaced it with a committee for contentious matters comprised of himself and lawyers from leading firms, prietocarrizosa and Posse Herrera & Ruiz, a step that has led to a string of positive results. Insiders note ‘his excellent legal criteria’, and highlight that he has been entrusted with responsibility not only for La Colosa, ‘a $5bn project that, on its own, would turn Colombia into AngloGold Ashanti’s most important producer’, but also other projects, such as Gramalote.
Having begun his career in private practice at Bruchou Fernández Madero & Lombardi where he was ‘identified early as a potential star’, Mariano Mazur made the move in-house ‘with great facility’, becoming head of legal at the Perez Companc Family Group in 2009. His responsibilities span the entire corporate sector (and all relevant jurisdictions) as well as matters pertaining to individual family members, such as personal shareholdings and investments. In the five years since his arrival, he has contributed to remodelling the group’s in-house function, developing a legal capability recognised as top flight. ‘It’s a position where one is half counsel / half manager’, comments one observer, ‘and in the Perez Companc group this latter part is very important, given the complexity of the holdings and the sensitivities of a family organization’. Mazur himself thrives on ‘the permanent and varied demands’ of his position, the opportunity of knowing and engaging with different jurisdictions and working as part of a first-class multidisciplinary management team.
‘In today’s world, being a corporate counsel in the Latin American region is an enormous challenge’, observes Esteban Mazzucco, currently legal director for Latin America at specialised agrochemicals company Syngenta, and a former international senior corporate counsel at The Clorox Company. ‘Not only are there distinct norms and differing conceptions of economic and juridical models, but above all there are cultural differences which constitute a fundamental factor when it comes to taking business decisions’. In the face of such challenges, the notion of “accompanying the business” has become an operational maxim, leading him to introduce profound reform of the legal department, not the least of which he regards as providing on-going opportunities for professional development of his team. ‘It’s fundamental for accompanying the growth of the business’, he suggests, and as such, is a priority, but also a source of professional satisfaction. The result is a department that operates transversally, putting together multidisciplinary teams to attend different business units as required while ensuring the maintenance of a ‘systematic focus in line with corporate values and code of conduct’. Membership of the company’s executive committee is essential, a position which allows one to participate in the definition of priorities and obtain a strategic vision of the business ‘so as to be able to anticipate matters and add value’. ‘Deep knowledge’ of one’s local legal market is also a key tool in the general counsel’s armoury and integral to ensuring the provision of the best legal counsel to differing business units. Those firms which simply provide good service, he suggests, are remaining within their comfort zone, whereas ‘the dynamics of business in this region is such that added value comes from understanding a business and anticipating required solutions, it’s that which sets a firm apart’. It is easy to see why establishing a healthy work / home-life balance has proved one of those challenges Mazzucco has yet to resolve. In addition to his position at Syngenta, he teaches a Masters course in IP at the Universidad Austral; is a member of the board of directors of the Association of Corporate Counsel - Latin America (and a former President of its Argentine branch); and is also involved with the Pro Bono Institute, particularly the promotion of pro bono activity in the in-house community. ‘When it comes to doing business, integrity is fundamental to success. One not only has to promote the company values in the office but also live them and put them into practice’, he states, because ‘business ethics are everyone’s business’.
Carlos Alberto Mechetti has been at publicly-traded, multinational retail company Cencosud for almost 20 years and has been the company’s general counsel since 1999. As such he has been the company’s key legal figure throughout a remarkable period of growth, including the acquisitions of Royal Ahold’s Santa Isabel chain in Chile (2003), G Barbosa in Brazil (2007), Grupo Wong in Peru (2007/8), Supermarcados Cardoso, also in Brazil (2011), and Jumbo, in Argentina (2012). Most recently he led on the acquisition of Carrefour’s Colombian assets, a $2.6bn deal that not only required closure in record time, but which also constitutes the largest acquisition by a Chilean firm abroad to date. He currently manages a team of 30 lawyers (plus a further 15 legal assistants) spread across the foregoing five jurisdictions. One external counsel notes: ‘Frankly, working with him is a pleasure: he expects results but has faith in his external counsel and does not micro-manage; and since he is always so up-to-date with the fundamentals and with all the relevant technical aspects, everything tends to function very smoothly under his leadership’. (Insiders also note that ‘unlike many, he has not forgotten how to ask a question or listen to the answer; he takes opinions into account’). Proud of the development of the legal department he has helped build, he notes that ‘for me, the importance of the in-house lawyer does not reside in the personal, but rather in successfully gaining the company’s objectives at any given moment’. A measure of his success is that during his tenure, Cencosud has emerged as the third-largest retail group in Latin America.
With her most recent appointment as legal manager for institutional relations and social responsibility at Claro (Colombia), in November 2013, ‘dynamic attorney’ Sandra Monroy has taken a further step in an impressive in-house career increasingly focused upon the telecommunications sector. While she also has extensive experience of the oil and gas industry (at Gas Natural, 2002-5, and Organización Terpel, 2008-10), on the telecoms side she has experience of a regional public utility, Empresa de Telecomunicaciones de Bucaramanga (ETB); at the national telecoms authority, the Communications Regulatory Commission (CRC); and at the Colombian subsidiary of TV Azteca (part of Mexico’s Grupo Salinas). As such she has huge experience not just in building legal departments from the ground up, or renovating them for greater efficiency, but also of a number of unique and high-profile experiences. Arriving at ETB in 2005, just as the company was plunged into the Cocaribe brokerage scandal, she found herself not only with the responsibility of coordinating all the required legal measures, but also with a reputational crisis that saw the business haemorrhaging clients. Her actions would result in the liquidation of Cocaribe and, acting as president of the liquidator’s advisory council, she ensured that ETB retrieved over 75% of its losses. In a distinct matter, and one she regards as probably the achievement of her career to date, she occupied the post of director of legal and regulatory affairs at TV Azteca during its installation of 18,000kms of fibre optic cable, “the backbone of the National Fibre Optic Plan”; required to reach 788 municipalities and 800 public institutions, and with overrun fines of $350,000 per day, she oversaw the successfully completion of the project within its two year time frame. One admirer comments: ‘her work is characterised by her focus on achieving objectives established at the organizational level’. With ‘outstanding knowledge of the international telecommunications industry and a strong ability to establish inter-institutional relations, creating opportunities for constructive dialogue with the government, suppliers and competitors (which all facilitates entrance into the market)’, it is little surprise that her most recent role has an institutional relations aspect. Monroy herself notes that ‘when one works with knowledge, a strategy and passion, the positive impact that the post of general counsel can generate for a companies is huge. To originate innovative solutions in a field that does not traditionally think about the need to provide creative answers, nor about the importance of adding value, is hugely satisfying’. She adds: ‘I think that as an in-house general counsel, it’s impossible to have knowledge of all the matters required to manage a business successfully; the important thing, therefore, is not to forget to develop relations, to maintain standards and to manage the internal and external resources available so as to obtain the ends proposed; and to view every consultation from a legal-strategic perspective’. Since publication, Ms Monroy has moved to Level 3 Communications as Legal & Compliance Director Northern & Andean Clusters.
‘If all you do is provide great legal advice, we might as well go to a law firm’. This comment, shared by a top executive in a Johnson Controls’ legal department reunion, has marked the in-house career of Rodrigo Montemayor. At that time group counsel for JC’s Power Solutions division, Montemayor is today regional general counsel and institutional relations director for Owens Corning’s building materials, composite solutions and roofing & asphalt divisions, with responsibilities including transactional activity, institutional relations and compliance matters. ‘The key to success as an in-house counsel’, he comments, ‘is to be a true business partner; to understand business from every perspective, with the purpose of providing advice that is rounded, effective and adds value. To do that it is important to spend time in each business area, understand its operation, its objectives, opportunities and risks, and to adopt their challenges as one’s own. Without that, there is no true integration of the in-house lawyer into the business’. To this end he has challenged his legal team to develop. Recognizing that, split between Mexico and Brazil, it effectively functioned as two distinct units, he set out to break down the language-barrier, initiating intensive language training and weekly calls between offices during which each lawyer reported his/her activity in the language he/she was learning. In addition to attending to such cultural intangibles, Montemayor has overhauled the department’s contract writing and approval process, resulting in notable efficiency gains (not least from an auditing perspective); and developed the company’s corporate and institutional relations capacity in the region. Externally, he is particularly proud of the company’s resolution of the veto imposed by CADE (the Brazilian competition authority) regarding its 2007 acquisition of a reinforced glass-fibre plant in Capivari, Brazil, from French group Saint-Gobain, which led to the sale of that facility to China’s Chongqing Polycomp International Corporation (CPIC) in 2011. Motivated by the challenge of working in a multidisciplinary environment where ‘one can see how legal contributions materialise in projects or in opportunities that add value’, he regards the chances to learn as enormous, although they require ‘an open mind to see and grasp business issues from an integrated perspective that takes on the relevant commercial, financial and operative aspects as much as the legal ones’.
‘Dynamic and capable’ and with ‘an extensive knowledge of telecommunications’ Daniel Mora worked at Compañia Anonima Nacional Teléfonos de Venezuela (CANTV), before moving to Global Crossing (today Level 3 Communications) in 2010, where he is senior legal counsel and also alternative chairman (suplente al Presidente) for Venezuela. Since his arrival he has restructured the legal department, its relations to the company’s business units and its internal processes, as well as concurrently implementing the company’s global policy of using standardised (barring local regulatory and judicial aspects) contract documentation in the Venezuelan market. The accruing efficiencies extend to an excellent record in compliance matters, facilitating operation in ‘a highly challenging business market’ that is characterised by ‘challenges presented not only by normal regulatory matters but also the entire politico-economic context’. ‘Practical and very straight-forward in his manner’, Mora notes that in such a scenario one becomes the weathervane of business decisions, determining risks and limits. He regards the role of the in-house in volatile markets such as Venezuela as requiring business vision that goes above-and-beyond cornerstone legal advice, and which can accommodate innovation, creativity and assertiveness in decisions that are taken. A counterweight to these challenges ‘is the diversity of differing professional areas with which I interact’, he notes ‘something that has allowed me to gain knowledge of other fields and acquire tools that facilitate judicially-innovative solutions to the demands of these other areas’.
Head of legal at Banco de Crédito del Perú, Guillermo Morales heads a team of 81, some 50 of whom are lawyers. Appointed in January 2010, he has since overhauled the systems for the management of judicial cases in which the bank is involved, introducing a computerised system which external legal providers access, as necessary; the specialization by sector of the in-house team’s consultancy services, ensuring that each of the banks business units has a designated contact lawyer; as well as internal feedback systems so as to ensure efficient management of the department’s caseload. In other internal innovations, he has also implemented a rotation system so as to maintain the motivation of his in-house team; and out-sourced routine work, thus allowing the bank, which is two-and-a-half times the size it was five years ago (as measured by share volume), to function efficiently with a legal team of the same size. Morales cites ‘accompanying the bank’s explosive growth with a legal team that has not grown in size’ while maintaining service quality, as among his greatest achievements. He has also played an important role in the (regional) internationalization of the bank, engaging in transactions including the acquisitions of financial institutions Correval in Colombia (2011), and IM Trust in Chile (2012), positioning the bank strongly for the expected growth of MILA; and the acquisitions of Edyificar and, very recently, both Mibanco (the leading players in Peru’s microfinance market) and AIG’s minority holding in the group life insurance business, Pacifico Vida, transactions of particular import to the group strategically. Keenly engaged with how his department’s decisions play out in practical terms, he notes that at times, and ‘in determined industries, such as banking’ external counsel ‘can lack sufficient knowledge of the internal functioning of the bank’ and hence provides ‘legal counsel that is absolutely at odds with how the bank can operate’. Commentators regard him as a protagonist in the sector and speak of ‘an excellent lawyer with complete command of the legal matters related to banking’.
‘Achieving the balance between being a business partner and, concurrently, remaining firm in one’s legal positions is an art and requires great assertiveness and the expertise to reach alternative solutions that aid the business to obtain its objectives’, notes Costa Rican lawyer Victor Murillo, Walmart’s regional lawyer for Central America. Responsible for the company’s new business division (with activities in sectors as diverse as pharmacies, financial services, insurance and petrol stations), his role also includes corporate treasury matters, tax, logistics, corporate governance and foreign trade. Since his arrival in 2010, he has introduced Walmart’s systems and trade marks across five jurisdictions as well as undertaking a “rightsizing” of the complex corporate structures of the company’s Central American holdings. Using external counsel frequently, he is appreciative of the ‘great expertise and deep knowledge’ available in the region’s private practice firms, but nevertheless notes that obtaining high-quality service provision of an even standard throughout Central America ‘remains a challenge, as does the full integration of its regional law firms’. A former president of the Costa Rican International Law Association (ACODI, 2001-2002), he is currently vice president of the China-Costa Rica Chamber of Commerce.
Since beginning her in-house career at the Mexican Securities Industry Association (AMIB), where she worked for six years, the ‘exceptional’ Isabel Ocaña has built an increasingly distinguished career. She spent over a decade at ING, where she rose to become regional chief compliance officer for Latin America, and then moved to Deutsche Bank Mexico as head of legal and compliance in 2011. Since then she has overseen the complete reorganization of the legal department, bringing most work in-house, and ensuring far sharper coordination with external firms (which are themselves subject to far more stringent selection procedures). The result has been a reduction in legal expenditure, higher quality service provision and the thorough inculcation of a culture of accountability. She has also increased Deutsche Bank’s participation in industry chambers, improving its relations with various finance-sector regulatory bodies in the process. In late 2013 Ocaña was appointed Deutsche Bank’s head of compliance for the Latin American region; she currently has a 13-strong team spread across Mexico, Brazil, Chile, Argentina and Peru. As a result, her responsibilities are broad: secretary of the bank’s administrative council (and of the committees on reputational risk, and communications and control, among others), she advises on matters including lobbying, contracts, anti-money laundering, the coordination of litigations, and tax and labour issues, all in addition to compliance. Other major areas of engagement, recently, include FIBRAs (a Mexican real estate investment trust), and IPOs, such as IENova’s $598m global IPO in March 2013, the first energy-sector IPO in Mexico. Rightly proud of her position as the only woman on Deutsche Mexico’s executive board and of being the only Mexican in the bank’s Latin American regional team, she is characterised as ‘a brilliant lawyer with an exceptional grasp of banking legislation’, and as ‘a strong character’, someone who is ‘never scared of taking difficult decisions’.
Head legal counsel at AviancaTaca since 2012, Desirée Orsini has played a significant role in the growth of the Peruvian airline industry. Formerly chief counsel at Lan Perú for over six years, where she not only built the legal department from scratch but also developed a ticket payment system facilitating the buying of airline tickets by those in the informal sector previously without access to air travel, thereby boosting both the company and the sector as a whole. Her tenure at the company also coincided with extensive modification of Peru’s regulatory framework, not least in the labour sector, resulting in a requirement to undertake collective bargaining with five newly instituted unions within the company. Orsini defines the in-house experience as being characterised by ‘a permanent learning process’, not only as a result of the legislative developments in Peru over the last decade, but also from being ‘permanently surround by professionals and specialists from different disciplines and backgrounds, who see the same situation from completely distinct perspectives’. Despite the challenges of being ‘constantly pushed out of one’s comfort zone’, she regards her key role as being that of ‘a facilitator’, and takes both pride and satisfaction in ‘seeing processes through to their practical conclusion and seeing how they impact positively on the company’s results.’ Her other experience includes spells in the public sector (at Peruvian intellectual property entity, INDECOPI) and in private practice (Estudio Ferrero), as well as in-house at Banco Sudamericano.
‘One of the top international attorneys of Latin American origin’, Peruvian national José Augusto Palma has an ‘impressive legal trajectory’. Dual-qualified (Mexico & Washington DC), he spent a decade in private practice at the Washington DC-based Sidler Berlin, subsequently spending two years as an advisor to Peru’s Minister of the Economy, before being appointed senior counsel and chief of staff to the general counsel of the World Bank. In 2006 he joined Hoschschild Mining (which has operations in Peru, Argentina and Chile), where since 2008, he has been the company’s general counsel and vice president for corporate affairs. Managing a 15-strong team, his remit covers strategy and corporate development, corporate governance and regulatory compliance, capital markets matters and legal defence, as well as environmental issues, licenses and permitting, and community relations programs. Insiders credit him with ‘having very much overseen the growth of the company’ since its 2006 IPO on the London Stock Exchange (the first by a Latin American company in a century). In recent matters he led on a $140m secured credit facility for Minera Suyamarca (in which Hochschild then owned a majority stake) in April 2013; on the company’s $360m-plus deal to buy the Toronto-listed International Minerals Corporation (with which it had previously operated a number of joint ventures including Suyamarca), in December 2013; and on a $350m bond issue for the expansion of its Peruvian and Chilean operations early this year. As one admirer notes: ‘Working with José Augusto is always a collegial experience, in which outside counsel contributes to implementing his ideas, and you feel at all times that he is part of the team. From mining to corporate and from finance to international dispute resolution issues, José is always a senior participant in any legal project. And he is a pleasure to work with.’
Formerly at Siemens with responsibility for the power generation, transmission and distribution division, Noe Pascario joined Schlumberger in 2008 and has risen quickly, from integrated-project-management contract manager to senior contracts manager, and subsequently, in 2011, to legal counsel for Mexico and Central America. During the preparation of the GC Powerlist Latin America, he has been appointed global complex-transactions manager, relocating to London. He is particularly specialised in contract negotiation, engineering-procurement-construction (EPC) projects, project finance and legal management. Internally, he has sought to increase the integration of the contracts team with the company’s other business units, ‘the principle objective is to achieve the business’ objectives, always foreseeing, evaluating and mitigating possible legal risks’, successfully converting one of the smallest departments into one of the most efficient units. Among notable achievements, Pascacio takes pride in having initiated an international arbitration for the recuperation of a $10m debt, and in which the company not only successfully obtained repayment but also subsequently retained the counterparty as a client.
General counsel at Total Austral, the French hydrocarbons giant’s Argentine subsidiary, Arturo Pera directs a nine-strong legal team comprising four lawyers and five contracts specialists. His tenure in the post has coincided with a highly-changeable business environment in Argentina, as a result of which he has had to lead on a wide variety of matters including contract renegotiation (& extension) with both national and provincial government administrations. Notable recent achievements, however, have been in the contentious area. In July 2013 Pera oversaw the successful conclusion of a four year case against the US ‘vulture’ fund NML, that rose all the way to the French Court of Cassation, and which related to the fund’s attachment of $70m of Total’s local assets to its claim against the Argentine state (which in turn relates to defaulted sovereign debt). In November, he led the successful conclusion of a ten year ICSID arbitration against the Argentine state with an award reported by Clarín as being in the region of $300m.
Head of legal and corporate governance director for the Americas at engineering company ThyssenKrupp Uhde (Mexico), Rodrigo Pérez Elizundía ‘has maintained his company at the forefront of its sector despite a difficult few years in the market’, according to one insider. Like many of his in-house counsel counterparts, he has overseen the institutionalization of the legal department he leads over recent years, renovating procedures and work systems in their entirety so as to facilitate efficiency in the interaction with other units. His hemispheric role involves ‘intense work under pressure’ and ‘the administration of limited resources’ and more specifically ‘the inherent difficulty of adapting legal concepts to the engineering industry and industrial, chemical and petrochemical plant’. Responsible for the development of cross-border strategies and the structuring of contracts with counterparts in Germany, the USA, Canada, Colombia, Venezuela and Japan, among others, he is proud of leading on the negotiation and closure of a number of key contracts for the company. His role also covers compliance matters, an area in which ThyssenKrupp as a whole has sought to take a leading position across its businesses, operating a zero-tolerance policy with regard to corruption and anti-trust infringements. Fluent in German, external counsel regard him as ‘a pleasure to work with, very pro-business and very calm and human in his manner, all of which makes him a great negotiator’.
Juan Manuel Posada has 18 years’ in-house experience in Banco Nacional de Mexico (Citibank Mexico), generally regarded as the emblematic financial institution of the country and as being ‘at the forefront of banking legal practice in Mexico’. Having risen to general counsel of the Global Consumer banking division, his role includes ‘the countless challenges’ involved in consumer debt and credit products, wealth management, acquiring business, institutional relations and regulatory issues, among other matters. As head of consumer legal matters ‘he’s the architect who designs the contractual frameworks that facilitate the products and practices of consumer banking’, says one commentator, noting his responsibility for various products and practices of the key consumer-business lines. Posada directly manages a nine-lawyer team, and coordinates all consumer-related legal matters nationwide. ‘We don't say "No", we try to find the "how", always protecting the franchise, the shareholders, and our biggest and most important asset, our consumers’, he comments. Regarded as ‘brilliant in terms of compliance matters and very good at institutional relations’, since 2010, he has also been a Citigroup managing director.
With a strong background in the finance sector, having worked as legal advisor at Banco de Credito, Santander Investment and the Inter-American Investment Corporation (IIC), Gonzalo Raffo also has extensive private practice experience having spent over five years at the well-reputed García Sayán Abogados. At Pluspetrol in Argentina since 2008, he became general counsel of the company’s Peruvian subsidiary in 2010, since when he has grown the legal team, which now counts six lawyers and five other non-legal specialists, in response to complex legal requirements. As Peru’s leading hydrocarbons producer (in large part due to its role as lead partner in the Camisea gas consortium), Pluspetrol Perú occupies a very high-profile position. Given that the Camisea project has been the subject of controversy due to location, and concerns in relation to environmental and indigenous community matters, Raffo has had to manage reputational issues as well as the more usual operational concerns of a general counsel. And while difficulties remain on the latter front, not least the expiry of its concession to operate Block 1-AB in 2015 and a $7m fine for environmental damage (which the company is appealing), in January 2014 he finally secured approval for the go-ahead of the company’s plans for $480m of new exploration investment in Block 88, part of Peru’s largest gas concession.
With experience in the public sector as legal counsel at the Ministry of Foreign Trade, Industry and Commerce (where he participated in negotiating the foreign investment chapter of the US-Andean FTA), and briefly in private practice at Gómez Pinzón Abogados (today Gómez Pinzón & Zuleta), Nicolás Ramírez is building an in-house career of note in the energy sector. From a position as legal counsel to Bioenergy SA on its establishment of an ethanol project, he moved to oil & gas service sector company M-I SWACO as legal and contracts manager for South America–North (covering Colombia, Peru, Ecuador, Venezuela and Trinidad & Tobago). The company’s merger into Smith International in 2010 saw it become part of Schlumberger, and in 2012 Ramírez was appointed the group’s legal counsel for Ecuador. One of his first moves was to increase the participation of non-legal specialists in his department’s advisory function so as to be able to provide more complete and business-ready advice. He has also implemented initiatives to overturn his internal clients’ perception of legal requirements as a hindrance to business, in part by devising innovative and creative solutions. ‘Surprising top management with positive and novel resolutions can be satisfying’, he says. He regards having had to assume responsibility for difficult issues in jurisdictions where he has had limited knowledge of the country’s legal functioning as his greatest challenge to date, and draws satisfaction in confirming that ‘the application of basic principles and common sense, in conjunction with the correct accompaniment by local firms, has always permitted me to achieve a positive outcome from these experiences’.
During an in-house career of over 20 years, Pablo Reynoso Mendoza has worked for a number of major companies including Altria, Kraft and Philip Morris. He is currently general counsel for Latin America at Kellogg’s, where he has overseen the institutionalization of the company’s legal department in Mexico (overhauling all its processes and procedures and introducing new systems of revision and electronic authorization); established the firm’s Brazilian legal department from the ground up; and regionalized the company’s internal legal capacity through the creation of a legal hub with specialization in four primary sectors: labour, litigation, commercial (trade marks, food law, and advertising) and transactional matters (corporate, contracts and taxes). He has also developed the company’s regional network of external counsel, which today covers more than 30 jurisdictions, and instituted an annual summit of associated partners. At present he manages a 15-strong team (11 lawyers and four administrators) divided between Mexico, Venezuela and Brazil (‘I believe in each and every one of them and in all of them as a team’); insiders note that the team has ‘created robust bridges over the cultural and legal differences of the diverse jurisdictions in which it operates’ and that its work is ‘an example to follow on how to handle complex cross-border legal issues in an efficient and timely manner’. Reynoso regards ‘ensuring legal service provision of homogenous high-quality at a regional level and with the ability to advise on matters in countries with emerging economies such as a Brazil, Mexico or Colombia, more complicated countries such as Venezuela, Argentina and some of the Caribbean islands, and “low-income countries” such as Honduras, Nicaragua or El Salvador’, as ‘the most interesting and stimulating challenge I’ve faced’, and emphasizes the importance of knowing different cultures and understanding the idiosyncrasies of peoples and places, which, in turn, ‘permits us to grasp the complexities, risks and opportunities of each country far better’. With ‘an outstandingly solid background in diverse areas of law including contracts, civil, administrative, dispute resolution as well as corporate affairs and government relations management’, Reynoso is ‘a model of adherence to the highest ethical principles, portraying utmost integrity in every activity he engages in’. ‘An extremely pro-active and very hands-on professional’, his track record of driving ‘high-impact operations’ for various international companies, while concurrently ‘building and leading highly efficient legal organizations, and successfully developing the professional careers of his teammates’, stretches back more than 15 years.
‘An outstanding in-house counsel’ who ‘not only excels in the theory of law but also on the practical side’, country counsel for JPMorgan (Chile), Alejandro Rubilar also has responsibility for corporate banking matters and lending business at a regional level. Since joining the legal department, he has sought to maximize the use of internal resources while concurrently improving the in-house career track with increased specialization and greater exposure to relevant transactions. Insiders speak of ‘a gifted strategist who has the commercial and personal sensitivities required in complex finance and M&A transactions’, and who impresses with his ability to combine complicated legal scenarios with a practical approach, maintaining his focus on the bank’s goals and not getting lost in the details of issues at hand. ‘Efficient’, with ‘a quick mind’ and with ‘truly broad experience in financial matters’, ‘above all, he is true gentleman’; ‘he is certainly among the top in-house banking counsel in Chile’ and ‘it is a real pleasure and a privilege to work with him’.
Formerly VP-Legal for REFICAR (at that time, a Glencore-Ecopetrol joint venture), Nicolás Rubio became general counsel of BHP Billiton’s Colombian ferronickel operation, Cerro Matoso, in 2010. In late 2012 he successfully closed the renegotiation of Cerro Matoso’s operating license (something of a holy grail in Colombian mining circles, presently), a process that had begun some three years prior to his arrival but which, during his tenure alone, has involved four distinct mining ministries, the transition between three different mining regulatory authorities and the necessity of defending the validity of the then current license before the Colombian Council of State. The successful management of the renegotiation guaranteed the company legal security until at least 2029 and possibly until 2044. ‘He has led on this, and a number of other cases’, notes Posse Herrera Ruiz’s Francisco Urrutia, ‘not just as the administrator of external legal counsel, but from the front, and he has done so in an absolutely magisterial manner’. Rubio himself notes that confirmation of the license is a win-win scenario: ‘we can make viable plans for expansion; the Colombian state will obtain an additional income of several hundreds of millions of dollars; the neighbouring communities will receive at least $2.5m in investment every year; and Colombia will maintain its position as a global leader in the ferronickel market’. In the interim, the renegotiated contact has become a standard for the renegotiation of large-scale mining contracts in Colombia.
With over 25 years’ in-house experience, Rubén Sabatini ‘may be from an older generation but is without doubt a great lawyer and an excellent in-house’. Currently general counsel for Latin America at Pluspetrol (‘he’s been there so long because he has been so effective’ say admirers), where he heads a 30-strong team including 15 lawyers. Sabatini has also directed a postgraduate programme on petroleum & natural gas law for over 18 years, an academic engagement he cites as ‘key to his own professional evolution’ and ‘a constant incentive’. Characterised as ‘always impressively up-to-date’ and recognised both internally and by private practice partners for his pro-business attitude, he sets great store in team work and in the selection and recruitment of team members: ‘professional capability is of fundamental importance but I have always placed the same or greater focus upon those human qualities that allow natural integration into the existing team’. Proud of all the successes during his time at the company, he is quick to note that ‘none pertain to me exclusively’. The team is currently involved in negotiations to acquire Harvest Natural Resources’ Petrodelta assets in Venezuela, in a $400m, two-stage transaction.
Sergio Ricardo Salmi has over 15 years’ in-house experience in the Argentine finance sector, initially at Consolidar, BBVA’s insurance division; and since 2010, as general counsel at Banco Itaú’s Argentine subsidiary, where he leads a dozen-strong team. Since his arrival he has overhauled the structure of the legal department in its entirety, creating three legal directors (under his direct supervision), so as to provide an immediate point of contact for both internal and external clients with regard to specific legal requirements. This, along with the instilling of a more pro-active stance vis-a-vis the potential contingencies of the banks business, has resulted not only in efficiencies but also a considerable, and positive, shift in how the legal department is perceived by its internal clients. These innovations have been accompanied by educational and professional opportunities to further incentivize the members of the legal team. Given the ‘particularly intense juridical and regulatory environment’ in Argentina, a number of Salmi’s most notable achievements have come as a result of the robust defence of the companies for which he has worked in contentious administrative matters. Among other precedents, he and his team obtained a ruling declaring the unconstitutionality of Decree No.78/94 (concerning social security matters relating to Special Regimes (Regímenes Especiales), a decision that required the national social security body, ANSES, to modify its criteria; and a favourable supreme court judgement regarding the inadmissibility of an opinion by a tax authority (AFIP) commission in relation to pension fund administrators (AFJPs) and the constitutionality of a specific tax. And if Salmi ‘regards it as enriching to be able, in my position, to intervene in or opine on matters of the most diverse nature’, then there is little doubt he has confronted some notable challenges, including the Argentine government’s nationalization of private pension funds in 2008 (when, in his former position, he was the figure legally responsible for one such pension fund); and more recently, in his present post, the practical challenge constituted by a co-branding deal between Banco Itaú and Movistar.
Formerly a member of the capital markets team at Simpson Thacher & Bartlett, Eileen Shin moved in-house at JPMorgan in 2007. She is currently executive director and assistant general counsel with responsibility for high-yield debt, equity and emerging capital markets, principally Latin America. ‘A stand out figure with the rare talent of striking a balance between protecting the best interests of JPMorgan while also guiding the bankers towards the execution of deals’, insiders say that this is ‘particularly impressive in Latin America, one of the markets she covers, given that the issues that often arise there are unique to the region’. High-profile matters in which she has participated include acting as counsel to an ad hoc committee of derivatives creditors in the $1.2bn restructuring of Mexico’s Gruma (2009); Banco Safra’s $500m bond issuance in 2011 (in which JPMorgan acted as one of the joint book runners and managers), and more recently Twitter’s $1.82bn IPO, in which the bank acted as one of the lead underwriters. ‘She thrives at considering the myriad issues that come up during the course of a transaction and determining what is important for JPMorgan, an institution with enormous prestige and visibility in Latin America’. Highlighted for her ability to deal with issues ranging from FCPA and tax, to litigation or ‘the myriad regulatory aspects that are specific to the region’, ‘JPMorgan is fortunate to have Eileen to turn to as she is prepared to confront these issues head-on’.
With experience in the finance and automotive sectors as well as in IT, Sao Paulo-based Márcio Silveira has been at Oracle for over 15 years and is currently head of legal and compliance. He has forged his 20-strong team into an ‘extremely business-oriented unit’ with a profound risk assessment capability that ‘enables management to make the correct judgement call’, while concurrently ensuring the full implementation of the Oracle code of conduct, both internally and across suppliers and other business partners. Proud of the consistency of service that has been developed and maintained during his tenure, he notes that the team has also participated in more than 60 successful acquisitions in the region over the last few years thereby ‘enabling Oracle to become a competitive player in the region’s IT market’. The company recently announced that it would establish its first Latin American data centre, in Brazil, in 2014.
Formerly head of the litigation department at Barretto Ferreira, Kujawski, Brancher e Gonçalves Advogados, Fabiana Siviero has been legal director at Google Brasil Internet since 2008. ‘It’s exciting to work in house at Google, the company is creating new products and new tools all the time, and laws about the internet are still being created, that’s the situation in Brazil’, she explains, ‘we’re still awaiting a vote on the first “bill of rights” in relation to the internet and in such a scenario, case law assumes a very relevant role’. She regards her own most significant contribution as ‘helping to build this body of case law about the internet in Brazil’. Such is the volume of litigation in this partially unregulated area that internally she has introduced customised tracking records both to manage cases and to provide metrics against which performance can be measured. In such an ill-defined legal sector as internet law, she expects her outside counsel ‘to really partner with the in-house department’, to ‘really understand the legal challenge in front of us and to be smart and creative in generating alternatives and potential solutions to concrete issues’ rather than simply providing ‘“cold” legal advice with a quotation of the law and an indication of the legal risks’. Nevertheless, she regards it as ‘very rewarding to be involved in legal discussions around aspects of a new technology such as the internet when we are still learning about its possibilities’, she notes, ‘especially when I can exchange experiences with the great team of legal experts all around the world who are my colleagues. One is presented with new legal challenges every day’.
Assistant general counsel at América Móvil since 2001 (when the company was spun off from former parent, Telmex), Daniel Tapia directly manages a sizeable team of 36, and has18 legal directors of the company’s subsidiaries reporting to him, each of which has its own team. Integrally involved in the restructuring of the department, he has overseen its development from undertaking little more than coordination to a being a unit structured ‘as an internal legal firm’, allowing most work to be brought in-house. With this restructuring has come the establishment of controls on inter-company operations, policies governing confidentiality and information security, and a logging system to permit greater efficiency in the follow up of both internal and external matters. The company has experienced what he calls ‘vertiginous growth’ over the last decade and Tapia has played a key part in a series of transactions that have given the company operations throughout the Americas (nine Central American and Caribbean states, eight South American states plus the US), and culminating, at least in a symbolic sense, with the 2010 acquisition of its former parent company. He is particularly proud of the team’s success in winning tenders to operate mobile telephony services in Panama, Uruguay and Peru, but acknowledges the difficulty of maintaining control of internal and external matters throughout this growth period. Other challenges have been the need to enter new business areas, principally content and publicity, and ‘knowing how to generate synergies [from this growth] from the legal perspective’. Drawing satisfaction from the fact that ‘our work is done in house’ and that he is not simply ‘a coordinator of external firms’, he jokes that the latter, ‘should be looking to build long-term relations and not want to retire on the earnings of their first mandate’.
With LLM’s in corporate law (magnum cum laude) and banking & finance law, the latter from the LSE, plus an MBA from the Fundacão Dom Cabral, Rogério Santos’ academic credentials are as impressive as his private practice experience, which includes leading Brazilian firms such as Levy & Salomão, Souza Cesçon and Tozzini Freire, and also as an international associate at Shearman & Sterling. Moving in-house as senior counsel at diversified metals and mining company CVRD (now Vale), in 2004, since 2008 he has been general manager for projects, antitrust and compliance. As such he has led on the coordination of complex M&A transactions including the $18.9bn acquisition of Canadian nickel mining company Inco; the attempted acquisition of Xstrata in 2008; and more recently, the $2.5bn purchase of Guinean company BSG Resources (2010). And while he relishes the exposure to other jurisdictions that working at a global company offers, he nevertheless suggests that taking on the additional responsibility for antitrust and anticorruption matters (as he did in 2008), has been every bit as challenging as headline deal-making. A decade on from his own private practice experience he feels that law firms need to improve ‘their feeling for, and knowledge about, their client’s actual interests. Each company is different and most of the time law firms provide services that are standardised or offered in a “one-size fits all” manner. They should be able to provide services that are more tailor-made to their clients’, he suggests.
‘I believe finding and keeping the best talent, and maintaining a high performance team is the biggest challenge any head of internal counsel might face’, comments Leandro Telles, head of legal for investment banking at Itaú BBA, the corporate investment arm of Brazil’s Itaú Unibanco group. Regarded as ‘having an in-depth knowledge of Brazilian finance matters, particularly the capital markets’, insiders also note his ‘great M&A expertise’ and ‘refreshing practicality in his daily dealings’. Driven by ‘the daily challenges of counselling’ what he calls ‘the most active and innovative investment bank in Brazil, and one of the leading investment banks in Latin America’, he is a great believer in the importance of developing an in-house team of ‘consistency and quality’, one that is ‘able to consistently deliver not only a high quality of service to our clients (both internal and external), but that also goes well beyond the “gatekeeper” role commonly associated with internal legal teams, effectively acting as dealmakers capable of creating and implementing highly sophisticated, and often ground-breaking, legal structures for corporate deals’. One counterpart, who has worked on numerous capital markets transactions with him over the last decade, notes: ‘we are direct competitors yet he is always open to trying to work together to find a mutually beneficial outcome for both our banks. He’s extremely professional and his knowledge of the Brazilian legal system, particularly in the area of finance, is unparalleled’.
With an MBA in banking and finance as well as an LLM in international business law, Edgar Trueba has over ten years in-house in the financial sector, initially at Banco Mercantil del Norte, then as vice president and compliance officer at ING, and currently as executive director of legal and compliance at Morgan Stanley. Characterised as ‘innovative, exploratory and flexible’ by external counsel who have worked with him, ‘he’s always looking at how once can make business happen, always in accord with the law, but always looking to do business’. His career to date has also given him the uncommon experience of both assisting a bank departing the market (ING sold its insurance operations in 2008, and its pensions and savings assets in 2011, before authorizing regulator CNBV to revoke its banking and stockbroking licenses in 2012 - all matters handled by Trueba), and one growing its presence (Morgan Stanley has been involved in corporate banking in Mexico since 1999 but only opened its brokerage in 2011). Indeed, he regards the closure of ING’s subsidiaries, with their multiplicity of products and a limited time frame, as one of the major challenges of his career: ‘it was very enriching process and we achieved it without legal disputes or regulatory sanctions’. Thriving on an environment in which a multidisciplinary view of the matter in hand is the norm and in which ‘one has to act as both a guide and a facilitator’, he cites one of the key challenges as ‘not only keeping up to speed with regulatory change, that’s fundamental, but doing so without losing sight of the rest of the legal environment, “maintaining the bases”. That’s what is difficult!’
‘An excellent in-house lawyer who focuses rapidly on the key issues and is always an aid to her external counsel’, Ana Carina Turco is head of legal at Perez Companc subsidiary, Molinos Río de la Plata, Argentina’s largest branded food-products company. Having joined the company in 2000 as head of corporate matters, she has had to manage considerable transactional activity over the course of the last decade, including the acquisitions of Pecom Agra, Molfino Hermanos and Bodegas Nieto Senetine (2002), Conagra Foods (2003), Jugos Naturales Minerva (2004), Grupo Estrella and Virgilio Manera (2007), Alimenticia Los Andes and Delverde Alimentarie (2008), los Grobo (2009), Renova (2010), and most recently Emprendimientos Joralfa and, via the company’s Chilean subsidiary, holding company Sipco Asesorías e Inversiones, in 2012. Other matters included the sale of the company’s “IDEAL” edible-oils business to Bunge in 2004, and a share buy-back in 2006. One Uruguayan admirer comments ‘she’s an outstanding professional with a great ability to reach the best possible outcome for her client. She’s expeditious and efficient without losing her focus on quality’. An Argentine commentator notes: ‘she is extraordinary; she knows her company inside-out and is very intelligent in her analysis and explanation of issues’. A board member, since 2012 she has also had responsibility for compliance matters, reporting directly to the CEO.
Once considered among the top three Argentine lawyers under 45 by Argentine (digital) newspaper Infobae, and the only ‘in-house’ likely to be a future leader in the legal field, Citibank’s general counsel in Argentina, Guillermo Ucha has more than lived up to his billing. Formerly a partner at Estudio Beccar Varela, he left the firm to join Citibank in 2004 and has been there ever since, gradually establishing himself as ‘an undoubted reference point in the banking industry’. As one Uruguayan lawyer who has known him for years notes: ‘he is not only a great human being but also a great lawyer with a fine balance between the legal and the commercial, which is to say, he has the business acumen necessary to be in house in a company such as a bank, Citi in particular, a role that is all the more difficult in a jurisdiction such as Argentina’. Convinced, even from early in his in-house career that he’d become ‘a better lawyer than prior to joining the bank’, he is also a firm believer that in-house lawyers should ‘take decisions on an on-going basis and stick with them’. An Argentine peer states simply: ‘he’s the best banking lawyer working in house by far, he’s in another league. Why is he so good? Well, he’s very sophisticated in his grasp of matters, has a very international perspective but is also very calm; he looks at the angles, takes a decision and executes it. Great delivery, but he also knows when to stop and reflect. There’s no one comparable, really: he could be a law firm partner in any sophisticated jurisdiction’.
With experience in both private practice and the public sector (notably as director general of legal affairs at the Ministry of the Presidency), Daniel Urbina moved in-house in 2000, occupying a number of positions at Standard Chartered Bank. In 2008 he became general counsel at Inkia Energy and since 2011 has been general counsel for the Americas at parent company IC Power, which (outside Peru), has holdings in Chile, Bolivia, Panama, El Salvador, the Dominican Republic and Jamaica. Urbina has led on the legal strategy, planning and oversight of significant projects, including the conversion of the Central Kallpa power plant into a combined-cycle generator, and the development of the 527MW Cerro del Águila hydroelectric plant, involving a $591m debt-financing (obtained ‘during a period of debt market uncertainty’), and which would be recognised by Project Finance magazine as the 2012 Latin American power deal of the year. He and his team have also been active in transactional matters, including the 2011 cross-border acquisition of Central Cardones (formerly Tierra Amarilla) in Chile, and more recently the $186.5m acquisition of Duke Energy’s Las Flores plant in late 2013. Urbina’s responsibilities also cover corporate governance and litigious matters across the group’s regional holdings.
A former senior manager in the law department at Coopers & Lybrand Madrid, Antonio Vazquez moved in-house at Kraft as director of legal and corporate affairs for the Iberian Peninsula in 1992. Appointed vice president and chief counsel for Latin America in 2000, since 2012 he has held the same post at restructured (and re-named) entity, Mondelez International, where he has come to be regarded as ‘something of an institution’ in his own right. During this time he has undertaken a number of major transactional and corporate matters, not least Kraft’s separation from Philip Morris, the acquisitions of Nabisco and Cadbury, and the spin-off of US grocery arm, Kraft Foods Group. ‘Latin America brings important challenges every day’, Vazquez notes, and it’s a region where ‘international firms are either absent or uncompetitive due to their high costs, while local firms vary broadly in terms of quality and price’. In such a scenario, as well as implementing new technologies covering knowledge management, documentation and archiving, and contract management (among other areas), and introducing a legal-team specific intranet, he has sought to reinforce local legal capability with ‘flexible and specialised regional resources that work horizontally across the organization’. He regards leading the legal and compliance team as a source of satisfaction, since it’s ‘a team which the executives both trust and value’.
‘A rising star with great potential’, Victor Villafranca Moncallo is currently senior corporate attorney at Grupo Herdez, a Mexican company focused on the alimentary sector with facilities in the US and Chile, as well as across Mexico (not to mention a fishing fleet). Villafranca thus deals with matters ranging across sectors from foodstuffs, real estate and financing, to IT, port and marine matters and energy. Notable external matters in which he has participated include the corporate acquisitions of Aires de Campo (2011), and Grupo Nutrisa (2013), and also the development of two electricity co-generation projects for the group’s companies. On the finance side, he is responsible for the compliance and regulatory matters of the Group’s SOFOM (a Mexican financial entity). Internally he has implemented a money-laundering prevention and detection program and legal audits in relation to trade marks, contracts and regulatory compliance, among other reforms, all with a small team of four lawyers, a systems engineer and a finance specialist. Impassioned by the breadth and diversity of the in-house role he regards it as ‘crucial that in-house lawyers evolve in the face of the constant changes we see on a daily basis and which demand that we apply our knowledge in new ways so as to ensure added value, driving our companies to distinguish themselves through dynamism and innovation’.
Currently managing director and partner with responsibility for legal and compliance across the treasury, corporate, asset and wealth management and investment banking arms of BTG Pactual, Jill Wallach has a highly impressive trajectory as an in-house in the banking sector. Having begun her career in private practice at Linklaters in London, she was appointed director and senior counsel at Merrill Lynch (New York) in late 2000 before moving to a similar position at Credit Suisse in 2004. Here she would also gain experience of Asian markets as a result of a posting to Hong Kong. At BTG since mid-2009, she currently heads a 15-strong team and is credited with playing a key role ‘in building a quality legal and compliance team at an investment bank that has gone, within five years, from a new entity to a market leader’. Moreover, during this process ‘she has demonstrated versatility and adaptability and an ability to balance the deal dynamics with high execution and compliance standards’. Highly conscious of ‘the pressure of international regulations’ and the differences in compliance matters between Brazil and other markets, Wallach ‘seeks to build awareness of these differences among her Latin American colleagues, sensitizing them to the more complex rules and regulations in developed countries, and ensuring that the firm as a whole is committed to a “best practices” approach’. While she regards the establishment of a culture of compliance as among her most significant accomplishments, ‘no mean feat for an emerging markets bank trying to grow its business in an array of different jurisdictions’, she draws most satisfaction from the development of her team: ‘I am a big believer in mentoring junior staff’’, she notes, ‘nothing gives me more pleasure than seeing my protégés succeed. At nearly every stop along my career, I have had mentors who were instrumental in my development and success, and I try to pay it forward. I also seek to ensure that they too “pay it forward” by requiring them to hire a law-school intern year round’.
‘Dealing with a very political and volatile Latin America, where protectionism and exchange-rate fluctuation can create complex legal disputes that are expensive for the companies that operate here is a great challenge’, observes Camilo Wittica, Electrolux’s general counsel for the region. He has considerable international experience, having worked in both the US and China for a number of years while legal counsel at TRW Automotive (where he also participated in the company’s 2004 IPO). As a result, he has extensive experience in the establishment of joint ventures and in transactional work, such as the $600m acquisition of the publicly-traded Chilean company, CTI in 2011, which involved two simultaneous tender offers. In his post for approaching six years, and managing a team of nine lawyers (plus specialists in insurance and government relations), ‘no day is like any other and the diversity and different sets of challenges are both rewarding and enjoyable’, He notes too that there is always more to learn, particularly when it comes to dealing with regulators: ‘we’ve learned to present authorities and competitors with solutions that are satisfactory and yet mitigate expense for implementation and execution’.
Daphne Zagal held in-house positions at Suez Energy (Peru) and Shell (Peru), before arriving as head of legal and compliance at pension fund manager AFP Intergra in 2006. Late in 2013 she was appointed vice president of legal and compliance with responsibilities vis-a-vis the parent entity, Grupo Sura, with her role expanding to cover the insurance, fund administration and mortgage arms of the group. On her watch, Integra has been recognised by the corporate good governance index of the Peruvian Stock market for the last three years running, placing it among the top 25 companies in the country. Externally, Zagal has had key involvement in a number of major transactions, including the acquisition of Seguros Invita (now Seguros Sura) in 2012, and in conjunction with Scotiabanks’s Profuturo AFP, that of BBVA’s Peruvian pension fund manager AFP Horizonte. The latter transaction, the complexity of which was heightened by time limitations (it was finally closed within three months), was subsequently voted the most important Peruvian deal of the year in a PwC poll. Zagal, who now heads a 15-strong team, oversaw the development of her department as it undertook the step change from advising a single AFP to all four branches of Sura’s Peruvian holdings. And while the adjustment to being a strategic partner ‘so as to make tangible the added-value of the legal function’ has perhaps been one of the greatest challenges in her role, she regards the opportunity to address the four businesses concurrently as ‘enormously enriching’ to her career.
GC Powerlist: Deutschland 2014
GC Powerlist: Deutschland, first published in September 2014.
Click here to download a PDF copy of the full listings.
Debevoise & Plimpton LLP
Debevoise has been active in Latin America for more than 50 years, and over the past decade has worked on hundreds of completed transactions, including some of the largest and most challenging projects across the region. Debevoise’s Latin American practice is based in New York and draws support from the firm’s European and Asian offices. The firm is a recognised leader among international law firms active in Latin America, with a large number of lawyers who spend a significant amount of time on Latin American matters. Many of them speak Spanish and/or Portuguese. The firm invests heavily in its international intern program, employing some of the best-performing lawyers in the region. In 2013, Debevoise’s work in Latin America led it to win two first prizes in The American Lawyer’s Global Legal Awards program. The firm won for Global M&A Deal of the Year, Chile, for its representation of Mitsui & Co. Ltd in its joint venture with Corporación Nacional del Cobre de Chile (Codelco), and for Global Dispute of the Year, Investment Arbitration, for its work in Occidental Petroleum v Ecuador.
AREAS OF PRACTICE
Corporate M&A: clients and representation highlights include: Mitsui, in its agreement with GDF SUEZ Energy Latin America Participações Ltda, a subsidiary of the global energy group GDF SUEZ S.A., to participate in the Jirau run-of-the river hydropower project (a project with a value estimated at approximately BRL 16 billion, as of December 2012); The Principal Financial Group, in its acquisition of AFP Cuprum S.A., a leading pension manager in Chile; and the New York Life Insurance Company, in the sale of its Mexico surety subsidiary, Fianzas Monterrey, S.A., to ACE Group for about $285m.
Private equity/fund formation: the firm’s private equity funds practice is one of the largest in the world, and the firm has consolidated its role as the go-to counsel to work on the highest-profile and largest funds raised in Brazil and the rest of Latin America in the recent past. Clients include both large global firms, such as Carlyle, which most recently raised a Peru fund, and its parallel vehicles, extending the South America investment presence Carlyle established five years ago. Other notable clients include The Capital Group, Tishman Speyer and Brookfield, as well as leading asset managers based in Latin America, such as Vinci Partners.
Capital markets: the Latin America capital markets practice at Debevoise continues to expand its presence in the region, while fostering relationships with existing clients. The firm has advised Globopar, Brazil’s largest media and communications conglomerate, on a $500m combined offering of senior notes, senior secured exchangeable notes and step-up senior notes; and Itaú Unibanco, on its international financing program, including takedowns under its MTN program, and its SEC reporting and US securities law compliance matters.
Project finance: Debevoise’s infrastructure and project finance group has extensive experience in the infrastructure sector in Latin America, including transactions taking the form of public-private partnerships (P3s or PPPs). Sectors in which the firm has acted include transportation, energy, mining and natural resources, power generation and communication.
The firm has also played a leading role in the development of privatisation and P3 structures in Latin America, having been involved in most of the P3 projects in Chile and in many others in Mexico and elsewhere in the region.
In 2013, the firm’s project finance practice saw the addition of preeminent Canadian practitioner Doug Buchanan QC, who has joined the firm’s New York office as counsel and co-head of the global infrastructure and project finance group.
International arbitration and white collar: the firm advised the Occidental Petroleum Company and the Occidental Exploration and Production Company (Occidental) in an ICSID arbitration, winning what is believed to be the largest ever BIT award, US$1.8bn (US$2.3bn including interest). The filing of the claim was made two days after Ecuador terminated all of Occidental’s exploration and production rights and seized all of its assets in the country. Global Arbitration Review (GAR) named the Occidental award ‘The Most Important Published Decision of 2012’.
Debevoise has also aided Perenco Ecuador Limited in its BIT and contract claims against the Republic of Ecuador. The firm won a groundbreaking, unanimous decision on provisional measures in favour of its client, ordering that Ecuador and Petroecuador refrain from instituting or further pursuing any action, including oil seizures, to collect disputed Law 42 amounts.
Finally, it has advised the Pueblo Viejo Dominicana Corporation, a joint venture between Barrick Gold and Goldcorp Inc, in a dispute with the government of the Dominican Republic regarding the Pueblo Viejo gold, silver and copper mine, the largest foreign investment in the Dominican Republic.
Debevoise also has one of the leading anti-corruption and anti-bribery compliance practices in Latin America, advising on the US Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act (UKBA). The firm has handled several Latin American investigations for various international companies and regularly conducts FCPA due diligence for clients on deals involving Latin America. In addition, the firm also provides discrete FCPA and UKBA advice to various clients based in Latin America. With the growing focus on anti-corruption and anti-bribery compliance by governments and companies based in Latin America, or investing in the region, Debevoise is further solidifying its position as one of the top international firms acting in this area in the region.
The firm’s client base includes many of the most prominent companies and families in Latin America, as well as multinational corporations and private equity funds investing in the region. Clients based in the region include BM&FBOVESPA, Brookfield, The Capital Group, The Carlyle Group, Companhia Brasileira de Metalurgia e Mineração (CBMM), Companhia de Bebidas das Américas – AmBev, Itaú Unibanco, Organizações Globo and Vinci Partners. The firm also has a strong client base of international corporations, including Antofagasta, Inter-American Development Bank, International Finance Corporation, Mitsui, Occidental Exploration and Petroleum Company, Phelps Dodge and Prudential Financial.
For more information about Debevoise & Plimpton LLP please click here.
Introducing TozziniFreire: Brazil’s Legal Services Innovator
Since 1976, TozziniFreire has distinguished itself as a premier, full-service law firm by consistently providing legal services to domestic and international companies in a wide variety of business sectors. Along these years, we have played a major role in many of the most significant transactions in the Brazilian market, becoming one of the largest and most prestigious firms in Latin America. What has driven the firm’s growth and differentiated us in the legal industry is our obsession in delivering results for our clients. Their achievements are the foundation on which our own success relies.
TozziniFreire’s “One Firm” Principle
We see ourselves as one cohesive entity and act accordingly. In other words, there are no regional partners and no “associated” or “correspondent” offices. With fully-owned offices in several cities in Brazil, we are able to guarantee our clients the same outstanding services and one-firm resource throughout the country. This concept enables us to safeguard, every day, the firm’s culture, mission and values - which are the essence of who we are and what we do. So important is this one-firm principle that we introduced an open-plan design to all our offices. This design greatly facilitates information exchange, creates more synergy among our teams and nurtures stronger interpersonal relationships.
TozziniFreire has extensive experience in assisting international companies in setting up their enterprises or ventures in Brazil. Its areas of specialization include corporate transactions, mergers and acquisitions, antitrust, restructuring and insolvency, capital markets, banking and finance, litigation, white collar crimes, arbitration, asset planning, compliance & investigation, consumer affairs, corporate social investment, international and local contracts, international trade, investment funds, corporate finance, private equity & venture capital, project finance, tax, intellectual property, real estate, environmental law, labor, immigration, and administrative law. Our industry focused groups include: agribusiness, automotive, bioenergy/ethanol, engineering & construction, energy, timberland investment, infrastructure, life sciences, shipping & logistics, media & entertainment, mining, climate change and carbon market, oil & gas, insurance and reinsurance, telecommunications/information technology, and water and sewage.
Foreign Practice Groups: Another TozziniFreire Innovation
To help our clients respond faster and more effectively to the increasing business opportunities between Brazil and both key existing trade partners and specific fast-growing economies, our firm pioneered the creation of foreign practice groups in Latin America, composed of professionals dedicated to these major trade and investment destinations. Starting with our Asian initiative (comprising our China, Korea and Japan practice groups) and fast developing towards other markets (German-speaking Countries, Latin America and Portuguese-speaking Countries), these unique knowledge centers are staffed with professionals familiar with the culture, legal and business practices of each region, and who are charged with keeping up-to-date with bilateral trade relations developments between Brazil and those countries.
n addition, TozziniFreire has close relationship with the most important foreign law firms and is a member of international law firm associations, which grants us the exchange of professional information around the world and access to local market knowledge and legal expertise of independent members globally.
- Lawyers: 440, including 76 partners
- Legal Trainees: 180
- Support Staff: 460
- Offices: 7 - São Paulo (2 offices), Rio de Janeiro, Brasília, Porto Alegre, Campinas and a representative office in New York
For more information about TozziniFreire Advogados please click here.
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