Corporate and M&A in Bolivia
Firm founding partner Ramiro Guevara and M&A-heavyweight Jorge Inchauste co-lead Guevara & Gutiérrez S.C’s 18-strong corporate practice group, which handles the full gamut of corporate matters, including M&A and associated due diligence, incorporations, joint venture contracts, international public and private tenders, restructuring and insolvencies. Moreover, in addition to successfully growing its domestic client roster, the firm has also added a number of key Asian clients recently, notably Kunming Liheng Investment and the Korean Resources Corporation (which includes LS Nikko, LG International Corp, Posco Daewoo Corp). Recent headline matters saw Inchauste lead advice to Alicorp on the $238.7m restructuring of its Bolivian subsidiaries via merger into a single entity. Other key partner-level contacts include Enrique Barrios, who handles corporate and commercial matters as part of a broader practice principally focused on energy, and oil and gas matters. Senior associate Alejandra Guevara is noted for corporate compliance matters, but José Bernal left the firm to join the interim Áñez administration in November 2019; the firm subsequently hired senior associate José Manuel Canelas, formerly at C.R. & F. Rojas – Abogados, in February 2020. Since publication the firm has announced a tie-up with Dentons, effective as of mid-March 2021.
- Assisting Xinjiang TBEA Group on the stablishment of a Bolivian subsidiary, and the negotiation a of a private-public partnership with state lithium entitiy Yacimientos de Litio de Bolivia.
- Advising industrial company Ferrostaal on the corporate restructuring of its Bolivian subsidiary.
- Ongoing advice to VAMED Engineering on corporate matters related to its multiple projects in Bolivia, including three contracts with the State.
Senior partner Ricardo Indacochea heads the 11-strong corporate practice at Indacochea & Asociados in conjunction with cross-industry commercial specialist Mariana Pereira and Alonso Indacochea (complex transactions, foreign investment - particularly in relation to the real estate sector). The team handles the full range of corporate work from basic company and shareholder matters to more complex matters including spin-offs, due diligence procedures, winding-up operations, capital contributions, sale purchase agreements, M&As, dissolutions and bankruptcy. Recent headline work saw Pereira lead advice to Holdco Bolivia Inversiones, a majority shareholder of Industrias de Aceite, regarding a reverse merger that will see the subsidiary absorb its parent company. Andere Indacochea is a key contact in the department for handling labour-related corporate matters. Associates Ana Carola Muñoz (who is supporting Pereira on the Holdco matter), María José Martinez and Maria Laura Paz are also names to note. the team was further strengthened by the arrival of associate Nataly Cuellar from an in-house position at Kimberly-Clark in October 2019.
Holdco Bolivia Inversiones
Laboratorio LKM Bolivia
- Assisted Gas TransBoliviano with shareholder matters.
- Ongoing advice to Laboratorio LKM Bolivia on a range of corporate matters.
- Advised Servicios Especiales Bocruz on a $1.7m capital contribution of assets and cash.
Operating from offices in Santa Cruz, Cochabamba and Tarija, as well as La Paz, Moreno Baldivieso Estudio De Abogados is noted for its strength in advising prominent clients on high-end M&A transactions, often with a multi-jurisdictional aspect. The 30-strong corporate practice group is co-led by Andrés Moreno (corporate and M&A, arbitration, mining, banking and insurance), Luis Moreno (corporate, financial and tax), and highly-respected senior partner Ramiro Moreno (corporate, M&A, arbitration, IP, and oil & gas). In one current M&A mandate, this trio is working with Daniel Arredondo to act as sole counsel to the seller, Bolivian food processing company Industrias Venado. Beyond M&A, the team handles associated due diligence operations, the constitution of subsidiaries and branch offices, corporate reorganisations, international transactions, spin-offs, corporate governance and dissolutions and liquidations. Other key contacts include René Claure, René Cuellar and Miguel Ángel Jemio who all have established expertise in corporate work. Senior associates Teddy Mercado and Oscar Olmos are also noted.
‘My experience with the services provided by Moreno Baldivieso was very satisfactory. We have received a comprehensive and professional service, with the agility that circumstances require. We have good access to their leading attorneys, which builds confidence in their criteria with attention to the highest level of their organisation.‘
‘Clearly, Andrés Moreno’s leadership is remarkable. In our case, it has ensured closeness to emergencies and priority issues, delegating what is necessary, but maintaining control of the quality and reliability of its services.‘
‘What we want from a law firm is accompaniment in the different legal areas by a multidisciplinary team that has been strategically put together. It is for this reason that we feel supported working with Moreno Baldivieso, since apart from providing a personalised and dedicated service, they intercede in any legal matter that arises, by which their services enhance and support the decisions that our company makes. We make use of the service of this law firm basically because they are the best on the market. In my more than 35 years of professional work in different companies and countries, I am broadly satisfied with the service – competitive in price and quality – that the team of lawyers provides us with.‘
‘Granted that they prepare us to ensure excellent legal protection in the different areas of relevance, the plus of this law firm is the personalised work they provide, especially their response times, which are always on time and in good shape. The lawyer who gives us constant support is Dr. Daniel Arredondo, as well as the entire great team of the firm.‘
- Assisted Harris Computer with its purchase of Thomson Reuters Bolivia, involving a stock and asset purchase agreement.
- Provides ongoing advice to Google on the corporate aspects of its launch of YouTube and YouTube Premium in Bolivia.
- Advised Siemens on its corporate reorganisation, involving advising the company on corporate governance, compliance and regulatory matters pertaining to its Bolivian subsidiaries.
In a surprise move in mid-July 2020, the entire Bolivian operation of Uruguay-headquartered multijurisdictional firm, Ferrere, span off to create new local titan, PPO Abogados; with some 50 lawyers it operates primarily from Santa Cruz and La Paz (with a smaller presence in Cochabamba). The 28-strong corporate practice group is led by Carlos Pinto, who is now flanked by August 2020 partner appointments Diego Borht, Salomon Eid, Mattias Garrón and Marcial Fernández, as the firm adjusts to its new independent status. Headline 2019 matters saw Pinto lead the team acting as local counsel to Phoenix Tower International on its $100m acquisition of 600 wireless communication tower sites from Trilogy International Partners subsidiary, Nuevatel. Beyond transactional mandates of all types, the team's workload takes in contracts, day-to-day operational matters, high-end commercial deals, due diligence, the establishment of local operations, and also restructuring and regulatory issues, among other engagements. Senior associates Delma Paz ('a first-class lawyer’) and María René Suárez are also both noted. Gerardo Villagómez left the firm to become an independent consultant in June 2019. Since publication the firm has announced the opening of a fourth office, in Sucre (seat of the country's Supreme and Constitutional courts), as of December 2020.
‘The lawyers provide outstanding legal work for our business in Bolívia. Not only am I satisfied with their work from a legal standpoint, but also our senior management is very satisfied. We rely on their legal advice for all legal matters related to our business in Bolívia.’
‘My contact is often with Delma Paz and Yomara Ardaya. I consider Delma Paz a first-class lawyer and able to provide a timely and sound legal advice. More importantly, our senior management also trust on her advice and guidance, which is very helpful consider I handle the legal matters from Brasil, therefore, it is very important for me to have a lawyer in Bolívia we all can trust and respect.’
Compañía de las Cervecerías Unidas (CCU)
- Advising ArcelorMittal on entering into distribution agreements with local companies as part of a business expansion.
- Advising a global agricultural producer on the restructuring of its supplier financing program in Bolivia.
- Ongoing advice to Nestlé Bolivia on a broad range of corporate and commercial matters.
Bufete Aguirre, Quintanilla, Soria & Nishizawa Sociedad Civil – (BAQSN)
Demonstrating 'a strong, well-established knowledge of the law', the eight-partner corporate department at Bufete Aguirre, Quintanilla, Soria & Nishizawa Sociedad Civil – (BAQSN) handles the full range of corporate matters throughout the business lifecycle: from structuring, contractual, operational and commercial matters, through to M&As, spin-offs, joint ventures, and corporate financing, compliance and insolvency. In current mandates, senior partner Fernando Aguirre and Ignacio Aguirre (commercial, corporate and business law, securities and restructuring) are providing ongoing advice to Minera San Cristóbal on a range of corporate matters, including corporate governance; while Eduardo Quintanilla (corporate, banking and finance, foreign investment), and Carolina Aguirre (commercial, corporate and administrative law) are advising Sumitomo Chemical on the restructuring of its Bolivian subsidiary. Julio Quintanilla (corporate law, M&A, project finance, banking and contracts), has established expertise in M&A; and Sergio Antelo focuses on advising foreign companies on their establishment of local operations and subsidiaries, particularly in the construction sector. Leonardo Azurduy Saunero is also noted for his corporate expertise, while name partner Santiago Nishizawa (banking, corporate/M&A and energy) is a highly regarded practitioner in the sphere.
‘Bufete Aguirre, Quintanilla, Soria & Nishizawa Sociedad Civil – (BAQSN)’s corporate department demonstrates a strong, well-established knowledge of the law’.
‘Sergio Antelo has an excellent ability to analyse and structure complex negotiations without losing focus on the details’.
‘Immediate and quality attention, timely and precise responses, accompaniment and follow-up on problems; we recommend Sergio Antelo, Milenka Saavedra and Andres Bakovic.’
‘The firm’s lawyers have a solid and proven knowledge of law and complex negotiations. Among their skills I highlight the warmth and quality of their treatment.’
‘Sergio Antelo – Sergio is a partner of the firm with excellent skills to analyze and structure complex businesses without losing focus or details. He is always very available and amiable to the needs and concerns of clients.’
Minera San Cristóbal
Special Book Services Peru
LATAM Airlines Group
- Advising Special Book Services Peru on establishing a subsidiary entity in Bolivia.
- Advised Voicevale Bolivia on the incorporation of an SPV for the acquistion of participation in locally-listed company Quinoa Foods and on a subsequent capital increase.
- Advised Molino Andino on the issuance of preferred shares.
C.R. & F. Rojas – Abogados
Operating out of the La Paz and Santa Cruz offices, C.R. & F. Rojas – Abogados’ corporate practice predominantly assists a client base of construction, agribusiness, and real estate companies; corporate governance, restructuring and commercial contract matters have been prominent in the team's recent workload. Key names in La Paz are Sandra Salinas, María del Carmen Ballivián and Pablo Rojas, while in the Santa Cruz office, Elizabeth Landivar, Diego Rojas and Patricio Rojas are the key contacts. Senior associate Mery Cuellar is also recommended.
NHT Global Bolivia
- Advisng Hapag-Lloyd Bolivia regarding its corporate restructuring.
- Counsel to Weatherford International on the Bolivian aspects of the global divestiture of its surface logging systems business.
Würth Bedoya Costa Du Rels Abogados’ 'efficient’ and 'committed' 14-lawyer corporate team has been especially active in the construction and oil and gas sectors; for example, M&A expert Mauricio Costa du Rels and Karla Würth are advising YPFB on the corporate restructurings of its subsidiaries. The team has deep experience in all types of corporate transactions as well as areas such as corporate governance, and the restructuring of corporate structures and capital. Fernando Bedoya garners praise for his 'excellent knowledge’, while Jorge Serrate stands out for his 'excellent professional judgement’. Associate María Pía Arce is also noted.
‘The team is efficient and committed’.
‘Fernando Bedoya has excellent knowledge’.
‘Jorge Serrate has excellent professional judgement’.
‘Jorge Serrate and Fernando Bedoya are very good professionals’.
‘Mauricio Costa Du Rels and Jorge Serrate are both immensely qualified and trustworthy, and have an excellent manner professionally and personally’.
‘The joint work of the members contributing their individual strengths allows the overcoming of difficulties that are otherwise unlikely to be solved.’
‘Dedication, trust, optimism, friendliness, speed of response: Mauricio Costa Du Rels, Jorge Serrate, Natalia Palacios.’
‘We started working with WBC because we felt that the legal support we had at our company was insufficient. The WBC team that works with us has always shown efficiency, interest and empathy with our company, helping us even with old matters.’
‘The WBC team that works with us makes us feel like we are their No. 1 customer. They understand our urgencies, care for and protect our interests.’
Multipartes Santa Cruz
Enerflex Services Bolivia
BP Southern Cone
Rockwell Automation Bolivia
- Assisted construction company Gerimex with its expansion into new jurisdictions, including setting up a subsidiary in Argentina.
- Assisted Multipartes Santa Cruz with its corporate restructuring.
- Advised BP Southern Cone on the closure of its Bolivian subsidiary.
Becerra de la Roca Donoso & Asociados S.R.L.
Becerra de la Roca Donoso & Asociados S.R.L.’s team has 'excellent knowledge of the corporate market’. Mauricio Becerra de la Roca and La Paz-based senior associate Dario Martinez jointly head the practice, which counts shareholder matters, regulatory work, competition issues and restructuring among its areas of expertise. Current matters include Becerra de la Roca's ongoing advisory to Spanish company HIPRA on corporate issues associated with its entry into the Bolivian market.
‘Becerra de la Roca Donoso & Asociados S.R.L.’s team has excellent knowledge of the corporate market’.
‘Mauricio Becerra de la Roca is definitely a standout partner’.
Ingenio Azucarero Guabirá
- Representing Petroleo Brasileiro in a shareholder’s dispute concerning an alleged breach of contract.
- Ongoing advice to Perfect Fit Industries on day-to-day corporate matters; also recently assisted the client with shareholder matters.
Medina, Galindo & Richter Abogados S.R.L.
La Paz-based corporate and commercial boutique Medina & Galindo reincorporated as Medina, Galindo & Richter Abogados S.R.L. in mid-2019, following the arrival of new name partner, litigant Jorge Richter. The five-strong corporate team has particular strength in assisting clients from the energy, hospitality and financial services sectors, and recent work saw the group acting for Intergas Servicios Petroleros on the spin-off of its drilling division and subsequent sale of the parent to French company Exlog. Team head Rodrigo Galindo Garrett handles commercial, corporate, financial, administrative and regulatory/compliance matters as well as M&A. Sergio Medina Bozo has extensive expertise in energy, labour and tax matters.
AmTrust Financial Services
Banco de Crédito de Bolivia
Compañía Constructora de Obras Civiles
Heinsohn Business Technology
- Assisted Odebrecht Ingeniería & Construcción with the liquidation of its subsidiaries in Bolivia.
- Advised Colombian software company Heinsohn Business Technology on setting up a subsidiary in Bolivia.
- Ongoing advice to hotel company Grupo Rosario regarding its restructuring, involving the transfer of properties.
Villegas Aldazosa SOC. CIV
Located in Santa Cruz, Villegas Aldazosa SOC. CIV opened its doors in October 2019 and is made up of half of the former Tufiño y Villegas. Founding partner Gabriel Villegas (corporate/M&A, international agreements, legal business design and corporate planning) is a well-known figure; he heads a four-strong corporate team whose recent work includes compliance and regulatory issues, and the incorporation of local branches and subsidiaries on behalf of foreign companies, among other matters. A case in point was Villegas' recent assistance to Brazilian cosmetics company Amakha Paris regarding its expansion into Bolivia. Associate Maria Nydia Gantier is also recommended.
- Advised YPFB Andina on entering into a joint operating agreement with four major oil companies in Bolivia.
- Assisted Chilean company Energía Latina with the incorporation of a branch in Mexico.
- Advised Belia Bolivia on compliance issues.
LVRH Estudio Jurídico
Particularly active in corporate restructuring and market entry matters, LVRH Estudio Jurídico has also been kept busy handling distribution agreements and commercial contracts. Recent instructions for the team include assisting CJR Renewables with a $3m engineering and assembly contract with Vestas. Daniel Roca (compliance, contracts and negotiations, commercial matters and finance) and managing partner Pablo Heredia (corporate, commercial and tax), co-lead the practice. Junior associate Valeria Roca, formerly at Würth Bedoya Costa Du Rels Abogados, joined the team in October 2019, replacing Daniela Terrazas.
‘The firm’s best qualities are its focus on the services the client requires and, above all, its technical abilities’.
‘The LVRH team has always demonstrated effectiveness and an excellent predisposition for work. They have become the primary legal advisors to the company and are always ready to assist with our legal inquiries. The personalized attention of the partners is what differentiates LVRH from other larger firms, knowing that one is being served as one should be and by the partners is priceless.’
‘I have had the opportunity to work with Dr Heredia and Dr Melgar. Dr Heredia is an excellent person who has always demonstrated the quality of his work. He always has a good predisposition and suitably correct proposals. Dr Melgar has always been very diligent and punctual with his commitments, very orderly and effective. Dr Velarde is thought of as one of our own legal advisors here at the company and has earned it through hard work and good communication.’
‘I really like the specific personal advice they gave me, the way they deal with my situations. Elsewhere they give a lot of back, here they gave me efficient and concrete solutions.’
‘My experience with LVRH has gone very well, all the work and consultations have been very satisfactory. The firm’s lawyers have a great capacity for analysis and its recommendations have been good.’
‘Our interaction is, above all, with managing partner Dr Heredia, who always leads the team of lawyers in a personable way and with a personalsed treatment in our case.’
- Advised Luxbo on entering into a distribution agreement with MAC Cosmetics.
- Assisting Pro Ani with setting up a subsidiary in Ecuador.
Mendieta Romero y Asociados
Gonzalo Mendieta leads Mendieta Romero y Asociados’ corporate practice, which has been particularly busy of late advising clients from the real estate, hospitality, food and beverage, and industrial sectors on commercial contract matters; the team is also noted for its ability handling M&A mandates. Ongoing matters include Mendieta's advice to Inversiones IKM on multiple corporate restructurings, supported by associates Gabriela Loza and José Antonio Rivera. Percy Luza Kellemberger left for Martin & Luza Abogados, Arbitros y Consultores (MAACLAW) in October 2019.
Compania de Inversiones Mercantiles
Compañía de Alimentos
Compañía Minera San Cristóbal
BBVA Previsión AFP
- Assisting wine producer Bodegas y Viñedos la Concepción with a distribution agreement.
- Assisted real estate company Urbanizaciones del Norte with contractual matters.
Valle & Asociados S.C.
Located in La Paz, Valle & Asociados S.C. is a corporate and mining law boutique with over 100 years' in the market. The eight-strong corporate department has long-established strength assisting a solid client base -particularly mining companies- on matters including restructuring, commercial contracts, joint ventures, M&A and regulatory and compliance matters. Luis Fernando Valle Quevedo heads the practice in conjunction with Luis Fernando Valle Requena (who divides his time between La Paz and Santa Cruz), and Luis Fernando Valle Velasco.
Eagle Crest Bolivia (INESCO)
Empresa Minera Salinas Oconnor
Asociacion de Mineros Medianos
Empresa Minera Tuntoco