Major legal advisors: Pinheiro Neto, KLA, Mattos Filho, Demarest, Stocche Forbes

What are the most significant cases or transactions that your legal team has recently been involved in?

In November 2025, our legal team was involved in a significant Share Purchase Agreement between HGLG Real Estate Fund, as buyer, and Cyrela Desenvolvimento Real Estate Fund (managed by Cy.Capital), Cyrela Brazil Realty, and Jacarandá Real Estate Fund, as sellers, concerning the sale of equity interests in three logistics warehouses.

This transaction was part of our broader business strategy of developing logistics assets for subsequent divestment, reinforcing our position in the market and unlocking value through well-structured exits.

The deal involved a high level of complexity, driven by the number and profile of the parties involved, as well as prior corporate and financial restructurings that required careful analysis. The process also included an extensive and detailed due diligence phase, demanding close coordination among legal, financial, and business teams.

My role in the transaction was twofold: I actively participated in the negotiations alongside other senior executives, contributing from both a legal and business perspective, and I was responsible for coordinating all legal workstreams on behalf of the sellers. Throughout the process, our focus was to ensure legal certainty while maintaining a pragmatic and solutions-oriented approach, enabling the parties to move forward efficiently despite the inherent complexities.

The sellers were advised by Pinheiro Neto, while KLA represented the buyer in the transaction.

In addition to this transaction, we have been involved in other highly complex deals from both a legal and negotiation standpoint, particularly involving the acquisition of land for the future development of logistics warehouses, while retaining the original landowner as a minority partner. These structures effectively create real estate joint ventures and require sophisticated investment and shareholders’ agreements.

Such agreements must carefully regulate a wide range of matters, including conditions precedent, project approval, construction phases, corporate governance, and the eventual exit and sale of the developed asset. These transactions demand a high level of legal structuring and alignment between partners to ensure both flexibility and security throughout the lifecycle of the investment.

What new pressures are you facing from the business as expectations for legal to act as a strategic partner continue to grow?

Legal departments are increasingly under pressure to ensure that all internal processes run smoothly and reliably, with routine matters handled efficiently and without disruption. At the same time, there is a growing expectation for legal leadership to dedicate more energy to high-impact, strategic issues – the matters that truly drive the business forward. In this context, lawyers are expected to evolve beyond their traditional roles and act as true executives, contributing actively to business negotiations through a legal lens. This means not only identifying risks, but also enabling solutions. Additionally, legal professionals must strike a careful balance between ensuring strong legal drafting and contractual security, while maintaining a pro-business mindset. Ultimately, the priority is to support the successful execution of deals and ensure that business opportunities move forward, rather than becoming stalled by excessive caution.

How is your organisation adapting to the rapid evolution of data protection, AI governance and cybersecurity requirements in Brazil?

Our organisation is continuously investing in technology to keep pace with the rapid evolution of data protection, AI governance, and cybersecurity requirements in Brazil. In the areas of data protection and cybersecurity, these investments are essential to prevent fraud, which unfortunately evolves just as quickly as the technologies designed to combat it. With respect to artificial intelligence, we are leveraging new tools to automate processes and reduce the time spent on less strategic tasks. This includes activities such as the execution of lower-value contracts, conducting legal audits, and handling certain compliance obligations. By doing so, our legal team can focus more on high-impact and strategic matters. In addition, we are strengthening our internal governance frameworks to ensure compliance with evolving regulations, while also promoting a culture of data awareness and accountability across the organisation. This includes ongoing training, the review of internal policies, and closer collaboration between legal, IT, and business teams to ensure that innovation is implemented responsibly and in alignment with regulatory expectations.