Team size: 22

Career Biography

Daphne Zagal acts as vice president with over 15 years of experience in legal, corporate, financial regulation, securities markets, compliance, corporate governance and risk management, gained across leading multinational companies in the financial and energy sectors, as well as the public sector. Extensive track record advising on mergers and acquisitions, corporate restructurings, growth initiatives, financial and investment product development, corporate finance and project finance transactions totaling approximately US$650 m . Proven leader with solid experience in building and leading high-performing legal, compliance, governance and risk teams, consistently driven by results-oriented management.

Leads the legal, investment and governance functions of AFP Integra, Peru’s largest private pension fund, and Sura Asset Management Perú S.A., overseeing legal affairs across core business units. Also responsible for compliance, corporate governance, operational risk, information security and cybersecurity, currently managing a 21‑member multidisciplinary team. Until December 2022, responsibilities also covered Fondos Sura, SAB Sura and Titulizadora Sura, and previously Seguros Sura and Hipotecaria Sura.

Played a key role in Grupo Sura’s acquisition of ING’s pension business in Latin America (US$3.6 bn. equity transaction), one of the largest pension-sector deals in the region.

Led major M&A transactions, including the acquisition of 50% of AFP Horizonte (US$250m equity); the acquisition of 70% of Seguros Sura and Hipotecaria Sura (US$145m equity); the sale of Seguros Sura and Hipotecaria Sura (US$268m equity), recognised as Latin America’s most outstanding transaction by Transactional Track Record and Ontier.

She headed the corporate reorganisation of Sura Group companies in Peru, including the creation of a local holding structure and the restructuring of over 10 entities.

Led the creation and launch (legal and financial) of SAB Sura and Titulizadora Sura, as well as the implementation of offshore business structures within SAB Sura.

She oversaw portfolio transfer processes in both SAB Sura and Hipotecaria Sura (US$2.7 bn.).

She is also the founder and head of the compliance function, with responsibility for regulatory compliance, reputational risk, investment compliance and anti‑money laundering and leads Corporate Governance across local business units, positioning AFP Integra among the top companies in Peru for corporate governance standards.

What are the key projects that you have been involved in over the past twelve months?

Hereby is the list of the most important projects I (my team included) have been involved this last year (some of them continue up to date):

Legal negotiations with major IT companies (both local and foreign) for the rendering of services in connection with the complete modification of the IT core of the company (major digital transformation) (project involving a budget of almost US$9m.

From a Compliance point of view, working in the gap assessment and implementation plan for the preparation of the company to meet FCPA standards.

Working in the obtaining for the 8th consecutive time the antibribery certification (that meets the criteria for the ISOs) issued by ‘Empresarios por la Integridad’

Furthermore, we started up the Data loss Prevention tool in more than 40 core processes of the company.

Also, working in the creation and implementation of cyber security playbooks for the handling of cyber-attacks related to ransomware and leak of information exercises.

Finally, the implementation and conduction of the legal and regulatory strategy the led the company to the successful execution of the ‘licitación de afiliados’ (more that 3 million new clients in the last 6 years); this situation increased the market share up to 48% consolidating the position of AFP Integra as the mayor and most important fund pension company in Perú.

Are there any particular challenges for which in-house counsel should be preparing in 2026?

I think the most important challenge for in-house legal counsel nowadays is the increasingly use of artificial intelligence (AI) in everyday duties. Unfortunately, most people are normalising the use of AI in their daily activities without considering the risks involved. From my point of view the major risks (among others) are information leakages and the use of ‘maybe’ not so accurate information.

From our roles as in-house general counsels we need to advocate for a responsible use of AI working together with all the areas of the companies in the understanding and good use of AI. AI is a reality and well used can provide mayor efficiencies, but every employee needs to understand the risks involved and be accountable for that.

From my role (in charge of information security and cyber security as well), together with my risk team, have worked and successfully launched an internal policy that establishes rules and regulations for a responsible use of AI; including among other, the list of the only AI tools permitted by us (mostly AI of private use in controlled scenarios), the prohibition of using information of the company and the use of correct prompts as well.

What do you think are the most important attributes for a modern in-house counsel to possess?

I would quote two important attributes.

Firstly, to understand that to be able to develop the most efficient legal strategies among the company our legal duties need to be embedded within the companies’ business strategy; this is the only way that together with our legal knowledge, to obtain efficient outcomes for the company.

Another important issue is to understand that as important as having legal skills and abilities is to have soft skills as interpersonal abilities, emotional intelligence to well identified how to act and what things to set, criteria and respect from each other work.

How can general counsel foster a corporate culture that supports ESG principles and compliance across all levels of the organisation?

Being the number one pension fund in Perú with more than 38 billion soles in assets under management makes complying with the ESG principles becomes very important. From my role we developed strict policies that applies to all the levels of the company from the investment are to corporate governance. We have policies that strictly regulates how the investments need to be made in compliance with ESG standards and robust corporate governance guidelines in connection with Chinese walls, the correct managing of conflict of interest, regulations related to the handling of personal investments, the handling of privileged confidential information, communications with stakeholders, among others.