Salvador Bautista – GC Powerlist
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Iberia 2022

Transport and infrastructure

Salvador Bautista

General counsel and secretary to the board | Bergé y Compañía

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Iberia 2022

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Salvador Bautista

General counsel and secretary to the board | Bergé y Compañía

What are the most significant cases or transactions you and your team have been involved in?

First, it is worth explaining that because of a process which took place between 2020 and 2021, the legal department of Bergé y Cía was split to provide the main subsidiaries of the group, Astara, and Bergé Logistics, with their own resources to carry out their activity and to grow. Therefore, there are now three legal departments: Bergé y Cía’s (the parent company), Astara’s and Bergé Logistics. The two latter ones keep a soft functional reporting to the former one, and thus to me as general counsel, especially considering that I am both a member to the board and the secretary in their respective board of directors.

Having said that, in 2020, we managed to achieve the closing of the incorporation of Mitsubishi corporation as a shareholder of Astara, together with a refinancing of the debt of the whole group. Since then, the legal team of Astara has closed seven M&A deals in different jurisdictions (Switzerland, Austria, Belgium, Philippines). The legal team of Bergé Logistics also completed the joint venture agreement with the Colombian group Vigía, to incorporate Bergé Vigía, which is the leading company in automotive logistics in the Colombian market.

The three legal teams have strong M&A capabilities, being able to negotiate and implement transactions in different jurisdictions, without prejudice to the legal day-to-day of the business.

As we enter the next decade, what skills will a corporate legal team need to succeed in the modern in-house industry?

First, in-house counsel needs to stop thinking about the legal function as a technical area, somehow isolated from the rest of the business. In-house lawyers must have deep knowledge of the companies they work for, their businesses, their processes and even their financials. It is important that the legal function is involved in the decision-making process, and not just from the moment when things become “legal,” but from the very beginning. Trust needs to be built with other members of the management team for that purpose. The way a lawyer builds their reasoning can make their voice relevant in a room which may not involve a particularly intense legal element.

Secondly, linked with the first one, it is important to find the right balance between a commercial approach to legal issues and setting the adequate tone in terms of risk control. An in-house lawyer cannot be regarded, as a “stopper,” but it is important not to fall on the opposite side, because a lawyer should not be a “yes-man” or a “yes-woman” either.

Thirdly, in house lawyers need to embrace technology, innovation and disruption. This, as a summary, involves embracing change, and the lawyer, by nature, has a conservative mindset, therefore embracing change is a challenge.

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Salvador Bautista Enciso - Iberia 2016

Head of legal and taxes, secretary to the board | Bergé y Cía

Bergé y Cía is one of the biggest Spanish business groups with international outreach, mainly operating in the fields of maritime and ports, car distribution, logistics, renewable energy and finance....

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Salvador Bautista Enciso - Iberia 2018

Head of legal and taxes, secretary to the board | Bergé y Cía

Head of legal and secretary to the board of Bergé y Cía – effectively head of all legal and tax services across the entire company and its subsidiaries – since...

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