Energy and Infrastructure Guide: Latin America 2013

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OTHER JURISDICTIONS LEAGUE TABLES

ENERGY & INFRASTRUCTURE | LATIN AMERICA 201380

Other jurisdictionsPROJECT FINANCE

Highly recommended JurisdictionBrigard & Urrutia Colombia

Prietocarrizosa Colombia

Rodgrigo Elias & Medrano Peru

Ferrere Uruguay

Mendoza Palacios Acedo Borjas Páez Pumar & Cia Venezuela

Travieso Evans Arria Rengel & Paz Venezuela

Recommended Alemán Cordero Galindo & Lee Panama

Bufete Aguirre Bolivia

Travers Thorp Alberga CaymanCarrillo y Asociados Guatemala

Garcia Sayán Abogados Peru

Payet Rey Cauvi Abogados Peru

Galante & Martins Uruguay

Galindo Arias & Lopez Panama

Guyer & Regules Uruguay

NotableBDA Abogados Bolivia

Muñoz Tamayo & Asociados Colombia

Gutiérrez Hernández y Pauly Costa Rica

Jimenez Cruz Peña Dominican Republic

Moller Guatemala

Hughes & Hughes Uruguay

Jiménez de Aréchaga Viana & Brause Uruguay

CORPORATE

Highly recommended JurisdictionBrigard & Urrutia Colombia

Prietocarrizosa Colombia

Ferrere Uruguay


Travieso Evans Arria Rengel & Paz Venezuela

Recommended ACZALAW Costa Rica

Alemán Cordero Galindo & Lee Panama

Benjamín Valdez & Asociados El Salvador

Bufete Aguirre Bolivia Cárdenas & Cárdenas Abogados Colombia

Carrillo y Asociados Guatemala

Consortium - Centro America Abogados Costa Rica,

El Salvador, Guatemala,

Honduras, Nicaragua

Galante & Martins Uruguay

Galindo Arias & Lopez Panama

Garcia Sayan Abogados Peru

Headrick Rizik Alvarez & Fernandez Dominican Republic

OMG Dominican Republic

Payet Rey Cauvi Abogados Peru

Paz Horowitz Roablino Garcés Abogados Ecuador

Qil Abogados - Quiñones Ibargüen Luján & Mata Guatemala

Rodrigo Elias & Medrano Peru

Travers Thorp Alberga Cayman

WDA Legal Venezuela

Notable Alemán Cordero Galindo & Lee BVI

Alfaro Ferrer & Ramírez Panama

BDA Abogados Bolivia


Hughes & Hughes Uruguay

Jiménez Cruz Peña Dominican Republic

Jiménez de Aréchaga Viana & Brause Uruguay

Moncada Abogados Colombia

Muñiz Ramirez Perez-Taiman & Olaya Ecuador, Peru


Nassar Abogados Costa Rica

Nuñez Rizo Zambrana Nicaragua

DISPUTES

Highly recommended JurisdictionFerrere Uruguay


Palacios Leras Colombia

WDA Legal Venezuela

RecommendedCárdenas & Cárdenas Abogados Colombia

OMG Dominican Republic

NotableBDA Abogados Bolivia


Jiménez Cruz Peña Dominican Republic

Moncada Abogados Colombia


Nassar Abogados Costa Rica

Romero Arteta Ponce Abogados Ecuador



OTHER JURISDICTIONSFIRM BRIEFINGS

ENERGY & INFRASTRUCTURE | LATIN AMERICA 2013 81

BOLIVIA

Bufete Aguirre

Bufete Aguirre has spent the last year handling regulatory work andadvising its existing energy clients, mainly on tax and labour issues.The firm lost several accounts due to nationalization in the energy sec-tor in 2012, including: Electricidad de La Paz; Empresa Luz & Fuerza de Oruro; Compañía Administradora de Empresas Bolivia and Em-

presa de Servicios Edeser. The firm expects that the bulk of nationali-sation has past, particularly in the energy sector. One partner explained,“I think this trend will not continue, but you can’t really say, we weresurprised by the nationalisation of the electric companies.” The firm

was able to advise foreign investors on the sale of their stakes in energy-related assets in a confidential deal which closed at the end of 2012.

Becerra de la Roca Donoso

Becerra de la Roca Donoso is a young firm with a focus on regulatory work and many state-owned clients. The managing partner spun off from Guevara & Gutierrez two years ago. Since then, the firm has beengrowing steadily, with offices in Santa Cruz and La Paz and plans tohire several new associates. Apart from regulatory work, the firm han-dled the financing for Ingenio Azucarero Guabirá in a deal for the ex-pansion of the company. The financing ($5 million) came from a tightly held investment fund, Agroperativo, typical in a jurisdiction,

which does not have an abundance of international banks. Less typi-cally, the deal included the option for further equity investment in thecompany for the financers. Mauricio Bercerra de la Roca Donosonoted, “We do not have a lot of multimillion foreign investors or largeinternational project finance or M&A deals. Nevertheless, there are a lot of small to medium investments and local players that are grow-ing.”

The firm has continued to work for clients that have been nation-alised, and subsidiaries of government companies including YPFB Re-finación. As a result, they have begun handling larger transactions forthose clients.

2012 Firm Overview Most active disciplines

Disputes: Financial and corporate, Public, Tax

Financial and corporate: Banking, Equipment/asset finance, M&A,Private equity, Project financePublic: Competition, Employment, Environment, Land, Regulatory Tax: Corporate tax, Indirect tax

Key partners

Fernando Aguirre B, Ignacio Aguirre U


Disputes: Financial and corporate, PublicFinancial and corporate: Banking, M&A, Project finance

Public: Construction, Employment, Land, Regulatory Tax: Corporate tax

Key energy sectors

Oil and gas, Traditional power

Key partners

Mauricio Bercerra de la Roca Donoso

Introduction

Regulatory changes are sweeping Latin America. Bolivia has experi-enced a series of nationalisations, particularly in the energy sector.President Evo Morales has sought to renationalise many companiesthat were privatised between 1995 and 2006, before he came to

power, particularly in the areas of energy, oil, telecoms and water. In2012, Law 1508 regulating PPPs (public-private partnerships) inColombia took effect. The law said that only projects larger than$1.6 million will be eligible for a PPP scheme and that concessionscan last no more than 30 years, even with extensions. The new frame-

work is expected to grease the wheels for foreign direct investmentin infrastructure projects. Over in Costa Rica, consumers and indus-trialists are upset by the high prices of energy and Congress is con-templating a new market model for the country.

In the Dominican Republic, the government has taken severalsteps to streamline and overhaul the energy sector, including submit-ting plans for a new Ministry of Energy and Mining, focusing ongreater use of renewable energy and proposing plans to build twonew power plants. In July 2011, the country enacted the Develop-

ment of the Mortgage Market and of Trusts Act, which authorisedthe use of the trusts in the country and is expected to help lending syndicates.

Many have complained that El Salvador is taking too long to makereforms in its legal system to attract investment. The country has a very complicated legal structure for investors, so that transactions cantake up to three years to begin. Just like El Salvador, Nicaragua’s legalenvironment is among the weakest in Latin America, which increasestransaction costs. The legal system lacks guarantees that would facil-itate investment and the country still depends a lot on asset backedguarantees such as pledge of stock certificates or mortgage liens overreal property.

Honduras has been subject to great financial pressure because of the political crisis of 2009 and the effects of the global economiccrash. The upshot is a series of changes to the tax laws, in order toadjust public finances.

Over the last year, Panama has continued to focus on growth inthe energy and infrastructure sectors. Within infrastructure, the focuscontinues to be on expansion of the Panama Canal. There have beenother public infrastructure projects, including the building of schoolsand roads. Infrastructure projects do not use public-private partner-ships (PPP) as in other jurisdictions, but are instead run by the gov-ernment often on a turnkey structure. The exception to this is thecanal itself, which is regulated.

Over the last year the Peruvian government made obtaining a con-struction permit easier by eliminating requirements for several pre-construction approvals. The country has also introduced a new law regulating the approval of related-party transactions and making iteasier to sue directors when such deals are prejudicial. Peru now taxescapital gains on the sale of assets located in the country, even in thecase of indirect sales.

Venezuela’s economy is at a very low point and its inflation rate isone of the highest in the world, expected to soar to 40% this year. In

April, Vice President Nicolás Maduro succeeded the late HugoChavez. Although the elections are over and a new government is inplace, tension remains high.



OTHER JURISDICTIONS FIRM BRIEFINGS


CAYMAN ISLANDS

Travers Thorp Alberga

Travers Thorp Alberga has reshaped itself over the past year. It addedsenior/name partner, Anthony Travers, the current Chairman of the

Cayman Islands Stock Exchange, on December 1 2012, after his six-year non-compete clause with Maples and Calder expired. Travers’s en-ergy and infrastructure practice was established two weeks later, withthe hiring of Nicole Pineda, formally of Walkers, who is now the part-ner in charge of Travers’ energy and infrastructure practice.

Pineda’s reputation precedes her; she has established personal con-nections with firms and banks throughout Latin America. One clientnoted, “Nicole is outstanding and by far the best of the offshore lawyersin the Latin American market. She has the highest technical skills, pro-found industry knowledge, is very entrepreneurial and businessminded. She is a real business partner and absolutely key to the devel-opment of our business.” The firm is currently acting for a consortiumof Brazilian lenders issuing a bridge loan for special subsidiaries con-nected to Brazil’s energy market; the transaction is under a tight non-disclosure agreement.

The firm’s approach has endeared them to clients who appreciatethe value for money and personal time they receive from partners. Onepartner described the structure as “stream-lined,” saying it appeals tostart-up companies as it allows them to have access and support frommany partners without having to pay the fees of a larger firm.

COLOMBIA

Baker & McKenzie Colombia

Baker & McKenzie’s Colombian office has been active in the marketfor over five decades. The firm has traditionally focused on the oil andgas upstream business, the hydrocarbons transportation business, andthe power generation sector, and expanded its practice into the mining sector in 2008.

The firm advised China United Engineering Corporation in therenegotiation of agreements with project owner Gecelca and with civil

works subcontractor Conalvias. The project renegotiation, valued at$20 million, concluded in December 2012. In the same month, Baker& McKenzie assisted Termovalle in the $180 million debt restructuring of its project finance structure, after a reconfiguration of its power pur-chase agreement with EBSA and a gas supply accord with Ecopetrol.The firm also assisted TOTAL with its $437 million asset disposition.Baker & McKenzie handled the legal and tax structuring of the sale of TOTAL’s Indirect tax participation in the Cusiana and negotiated theshare purchase agreement for the acquisition of TEPMA, a Dutch com-pany holding the Colombian branch that owns the assets.

Brigard & Urrutia

For almost eight decades, Brigard & Urrutia has participated in the de-velopment of Colombia’s infrastructure. “We understand they have a fine and serious work in infrastructure and energy,” a partner at a com-peting firm says. In 1984, the firm participated in the first infrastruc-ture project funded through a project finance system in Colombia andin 1993 helped structure the first private power plant project. Thiscommitment to the development and financing of local industries con-tinues up to today, though not all the firm’s recent deals can be publicly disclosed.

In December 2012, the firm participated in the structuring and fi-nancing of the construction of an oil refinery in Cartagena, which isestimated to be the largest infrastructure project financing ever under-taken in Colombia.

2012 Firm Overview Cross-border experience

Brazil, Panama

Most active disciplines

Disputes: Financial and corporate, Public, White-collar crimeFinancial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory

Key partners

Nicole Pineda, Anthony Travers

2012 Firm Overview

Cross-border experience Argentina, Brazil, Chile, Mexico, Peru, Venezuela


Disputes: Financial and Corporate, Tax Financial and corporate: Banking, Investment funds, M&A,Project financePublic: Construction, Competition, Employment, Environment,Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Mining and metals, Oil and gas, Power networks and distribution,Traditional power

Key infrastructure sectors

Airports and aviation, Defence, Healthcare, Ports and shipping, RailKey partners

Alejandro Mesa-Neira, Jaime Trujillo, Jaime Vargas


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

LNG, Mining and metals, Oil and gas, Power networks anddistribution, Renewables, Traditional power


Airports and aviation, Defence, Education, Healthcare, Ports andshipping, Rail, Roads, Water and sewage

Key partners

Carlos Umaña Trujillo, Manuel Quinche, Luis Gabriel Peréz, José Andrés Romero, Luis Alfredo Barragán, Carlos Fradique-Méndez





Cárdenas & Cárdenas Abogados

Cárdenas & Cárdenas has grown into a formidable presence in theColombian legal market, putting to use a century of experience. Thefirm has represented clients in the mining of nickel, gold, and coal, andhas advised companies in the construction of refineries and pipelinesand in the negotiation of oil transportation agreements. “They have a good depth of knowledge of the infrastructure sector,” one client says.

“We have always received outstanding and professional service [andthey are] available when you need the advice.”Not all of the firm’s recent deals can be publicly disclosed, but Cár-

denas & Cárdenas counseled Consorcio Acuavalle in arbitration worthabout $15 million against a governmental entity for damages arising out of wrongful termination of a public works contract.

Moncada Abogados

Moncada’s recent transactions make it stand out as one of the most in-novative law firms in Colombia. It finds solutions to problems thatmight have caused less skilled lawyers to throw up their hands and walk away.

On November 2 2012, Moncada attorneys Alvaro Barrero, JuanCarlos Moncada, and Jorge Garcia completed a capitalisation and ter-mination of control deal for Ferrocarril del Pacifico, valued at morethan $8 million. The ingenious and highly creative plan, which was es-sentially Barrero’s brainchild, was to reconfigure the company into a

joint stock company, permitting investors to make payment on the cap-italisation in two years. Moncada also convinced FDP’s shareholdersto slash their participation in a fixed ratio of 75%, so as to cover thecompany’s losses. An offer for capitalisation was issued for all share-holders. The transaction won the approval of the National Infrastruc-ture Agency and the Superintendence of Ports and Transportation,putting an end to the control situation.

In September 2012, Moncada attorneys represented Worldwide En-

ergy Investments in the $18 million acquisition of outstanding sharesof Worldwide Energy Investments, a company under the ownership of Tectum Energy. In the same month, Moncada provided counsel to So-ciedad Portuaria Puerto Bahía and a consortium of local firms in theconstruction of a massive liquid management terminal, with a spe-

cialised capacity to store hydrocarbons, in Cartagena, Colombia. Theterminal is valued at $165.5 million.

Muñoz Tamayo & Asociados Abogados

Muñoz Tamayo & Asociados Abogados prides itself on thinking outsidethe box when advising its clients. Many of the firm’s recent and currentdeals are confidential. In November 2012, the firm acted as defendantin lawsuit filed against Pacific Rubiales Energy, formerly Alange Energy Corp S Colombia, and other parties, concerning environmental claimsarising out of an oil and gas operation.

Palacios Lleras

For nearly four decades, Palacios Lleras has provided legal advice in sev-eral practice areas in Colombia. The firm’s client base includes largeprivate entities and public agencies.

Currently, Palacios Lleras is defending Terminal de Graneles Líqui-dos TERLICA in a lawsuit seeking a judicial order to obtain a port con-cession that was wrongfully rejected, as well as compensation fordamages. The claim is worth approximately $17 million.

The firm also provided counsel to the National Planning Depart-ment on a LNG import project involving the eventual construction of

regasification plants, as well as an alternative-energy company focusedon a gas distribution and transportation project in the northern partof the country.


M&A, Projects

Key energy sectors

Mining and metals, Power networks and distributionKey infrastructure sectors

Rail, Water and sewage

Key partners

Andres Fernández De Soto, Bernardo Cárdenas, James Valdiri


Disputes: Financial and corporate, PublicFinancial and corporate: Commodities trading and energy

derivatives, M&A, Project finance,Public: Construction, Projects

Key energy sectors

Mining and metals, Oil and gas


Defence, Healthcare, Ports and shipping, Rail, Roads

Key partners

Juan Carlos Moncada, Alvaro Barrero Buitrago, Ana Maria Moncada

2012 Firm Overview

Most active disciplinesDisputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Equipment/asset finance, M&A,Private equity, Project finance Public: Construction, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax Transfer pricing

Key energy sectors



Airports and aviation, Ports and shipping, Roads, Rail, Roads, Waterand sewage

Key partners

Herman Galán, Diego Muñoz-Tamayo


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Investment funds, Private equity,Project financePublic: Competition, Construction, Environmental, Land, Projects,Regulatory Tax: Corporate tax, Indirect tax

Key energy sectors



Airports and aviation, Defence, Education, Healthcare, Ports and

shipping, Roads, Rail, Water and sewageKey partners

Luis Alejandro Pando, Hugo Palacios Mejía





Prietocarrizosa

Prietocarrizosa has an energy and natural resource practice that is dy-namic in the areas of gas, hydrocarbons, and fuels. “The firm has beenvery active in the energy and infrastructure areas and has been in big bidding processes with a great deal of clients,” a partner at a competing firm notes.

Prietocarrizosa advised the National Hydrocarbons Agency as it un-dertook a study of various alternatives for trading the crude oil royaltiesand the further structuring of the project, including the sales agree-ments of the crude oil royalties and the agency’s stakes within the E&Pcontracts it has with Ecopetrol. The transaction closed in December2012. The firm has also advised Pacific Infrastructure in both the struc-turing and financing arrangements for a hydrocarbon port in Colom-bia. The deal was valued at $600 million and the EPC closed in August2012. The financing is ongoing. Prietocarrizosa has also advisedOPAIN in the project financing of Bogota’s El Dorado International

Airport. The deal closed in October 2012 and took seven years to fin-ish. The firm characterises this deal as the first project finance following international standards of a concession granted by the Colombian gov-ernment to private parties.

COSTA RICA

ACZALAW

ACZALAW has a very active energy practice, operating out of officesin Costa Rica, El Salvador, Guatemala, Nicaragua and Honduras.

From 2007 and 2012, the firm advised APR Energy on contractual,tax, labour, and litigation issues related to power plants leased to APR

by government-run electrical firm ICE. APR was authorised to run andmaintain the power plants, but needed ACZALAW’s expert counselfrom the phase before the contract was signed, all the way through theclosing of the lease.

BLP Abogados

BLP Abogados boasts a decade of experience in the Costa Rican legalmarket and has been involved in some of the largest infrastructure proj-ects in the country. Multilaterals and development banks form a bulk of this firm’s client base.

Currently, BLP is advising Inter-American Development Bank (IDB) and the International Finance Corporation (IFC) in an approx-imately $1.3 million credit facility granted to the Costa Rican Instituteof Electricity, ICE, in order to finance the construction of a 305MW hydro power plant on the Reventazon River. The firm’s work includesdue diligence along with the negotiation and drafting of project andfinancing documents between the lenders and ICE. In December 2012,BLP counseled Scotiabank Costa Rica in all the financing processes togrant a direct credit facility and a line of credit to Union Fenosa Gen-eradora La Joya, to refinance current debts incurred by the borrowerfor the construction of the hydro power plant, “La Joya.” The loan wasvalued at $43 million.

Consortium - Centro América Abogados

Consortium - Centro América Abogados’ Costa Rican office has beenoperating in the country for over four decades and has been actively involved in electricity generation projects. The firm has advised APMTerminals in the negotiation of the contract and approval process of


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Investment funds, Commoditiestrading and energy derivatives, M&A, Private equity, Project finance

Public: Competition, Construction, Environmental, Land, Projects,Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

LNG, Mining and metals, Oil and gas, Power networks anddistribution, Traditional power


Airports and aviation, Ports and shipping, Roads, Rail, Water andsewage

Key partners

Sandra Manrique, Jorge Di Terlizzi, Juan Fernando Gaviria, Johanna Cajigas


El Salvador, Guatemala, Honduras, Nicaragua


Disputes: Financial and corporate, PublicFinancial and corporate: Equipment/asset financePublic: Construction, Environment, Projects, Regulatory Tax: Corporate tax

Key energy sectors

Power networks and distribution

Key partners

Oswald A Bruce, Michael J Bruce


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, M&A, Private equity, ProjectfinancePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax

Key energy sectors

Power networks and distribution, Renewables, Traditional power


Airports, Ports and shipping, Rail, Roads, Water and sewage

Key partnersLuis M Castro, David Gutiérrez, Vivian Liberman


Brazil, Honduras


Disputes: Financial and corporate, PublicFinancial and corporate: Banking, M&A, Private equity, ProjectfinancePublic: Competition, Construction, Projects, Regulatory

Key energy sectors

Renewables


Airports and aviation, Education, Healthcare, Ports and shipping,Roads

Key partners

Rolando Lacle Zuñiga, Carlos Arguedas, Juan Manuel Godoy





the $1 billion concession contract of the Moín Port. Centro América Abogados advised the Costa Rican Institute of Pacific Ports on the ap-proval process in the General Comptroller of the Republic of Costa Rica of the Concession of Caldera Port. The $30 million concessionclosed in February 2012.

Gutiérrez Hernández & Pauly

Founded in 1976, Gutiérrez Hernández & Pauly has been an activeplayer in the Costa Rican energy and infrastructure markets. In De-cember 2012, the firm counseled and directed an EPC project to con-struct a 15.3MW wind farm worth over $45 million. The firm hasparticipated in the last two wind energy projects built in Costa Rica,up to 65.3MW, during the last five years. The firm negotiated the PPA (Power Purchase Agreement) and all the related contracts under suchumbrella. One of the firm’s partners was the Chief Counsel of the de-veloper of one of the wind farms. Gutiérrez Hernández & Pauly hasparticipated and advised several clients regarding the supervision of theconstruction of the airport Daniel Oduber Quirós.

Nassar Abogados

Nassar Abogados has cultivated its profile in the Costa Rican legal mar-ket for over three decades. The firm has given legal advice on energy for self-consumption, regulations affecting energy in local jurisdictions,procurement procedures for infrastructure projects, contracts with the

government’s Energy Institute, and solar, wind, and hydroelectric powergeneration projects.

Attorneys Tomás Nassar and Hugo Chavarría are representing a Eu-ropean client, whose identity is confidential as this stage, in an M&A transaction involving a hydroelectric generation facility in Costa Rica.

More generally, Nassar Abogados is involved in an exploratory stageof the possible financing of upcoming private wind energy and hydro-

electric power projects awarded by the government. Attorneys Alina Nassar, Guillermo Flores, and Daniela Beirute areproviding counsel to Jan de Nul Luxembourg with regard to municipal,tax, and public law issues surrounding the client’s dredging works atone of Costa Rica’s primary ports, Puerto Caldera.

In October 2012, the firm advised INDRA regarding administrativesanction procedure, obtained a reduction in the fine from $1.2 millionto $130,000 and secured an agreement from the Costa Rican Oil Re-finery to end the contract stage one year in advance of the initial term.

DOMINICAN REPUBLIC

Headrick Rizik Alvarez & Fernandez

Competitors describe Headrick Rizik Alvarez & Fernandez as having “very good and capable lawyers.” Another said, “We do a lot of work

with them and they are definitely a top firm.” Particularly recognisedis Marisol Vicens, the firm’s leading energy partner. She has been in-volved in the industry since 1998 and has been working with the gov-ernment on its 20-year improvement strategy for the country’s energy sector. The firm itself is expecting to see growth in the number of trans-actions it handles in the coming year, having already had inquiries frompotential investors about the government’s plans to add two gas andtwo carbon plants.

In August 2012, Headrick closed a 57MW solar energy project forGESTAMP SOLAR. The transaction involved obtaining all necessary permits, real estate for installing solar panels, a decree from the presi-dent to begin construction, and a power purchase agreement, all of

which the firm was asked to complete before the new Dominican gov-ernment came into office. The firm also represented non-energy regu-lated users, MercaSID and Induveca, in negotiating and obtaining power purchase agreement for their facilities.


Chile, El Salvador, Guatemala, Honduras, Nicaragua, Venezuela


Disputes: Financial and corporate, Public, Tax Financial and corporate: Equipment/asset finance, M&A, Privateequity, Project financePublic: Competition, Construction, Employment, Projects,Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

RenewablesKey infrastructure sectors

Airports and aviation, Ports and shipping, Rail, Roads

Key partners

Guillermo E Zuniga, Alberto Pauly


Dominican Republic, El Salvador, Guatemala, Honduras, Mexico,Nicaragua


Disputes: Public, Tax Financial and corporate: Banking, Equipment/asset finance, M&A,Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax

Key energy sectors

Oil and gas, Power networks and distribution


Airports and aviation, Education, Ports and shipping, Rail, Roads

Key partners

Carolina Argüello, Hugo Chavarria, Guillermo Flores


Colombia


M&A, Project finance

Key energy sectors

Oil and gas, Renewables, Traditional power

Key partners

Mary Fernandez, Marisol Vicens, Hipólito García, Kirsys Reynoso





Jimenez Cruz Peña

Jimenez Cruz Peña has been operating in the Dominican Republic fora decade. They expect to continue to grow, adding associates and raising them up through their own ranks. The firm’s international client baseincludes Chinese solar panel manufacturers looking to operate in thefree trade zone.

Like other Dominican energy practices, Jimenez Cruz Peña repre-

sented several clients in obtaining Power Purchase Agreements (PPA),an area of particular importance given the country’s rising energy needs.In infrastructure, the firm took on an international arbitration led

by Marcos Peña and Laura Medina against the Dominican governmentfor their client CODACSA. They argued the government had brokenits contract with CODACSA, who operate a toll road in the county,by not providing enough tolls, not paying an agreed fee to shadow tolland opening negotiations with another company to construct a new toll road that was part of CODACSA’s original concession. The cases,

which the government opted to take to the International CriminalCourt, rather than settle, took several years, ending in January with a $43 million ruling for the firm’s client.

OMG

Ask any of its competitors and all will say that OMG is one the Do-minican Republic’s top firms. The firm’s energy and infrastructure prac-tices both had strong years. One partner observed that changes thegovernment is implementing to attract investors have been helpful.Partner Mónika Melo commented, “They created a new law which au-thorises a different kind of trust; it should help a lot of syndicatelenders.” Another partner said they expect to see the government pair

with the private sector more often, opening new opportunities in in-frastructure investments.

OMG’s energy practice devised a unique energy supply scheme forits client Pinewood Indomina Studios. While the film studio is large

enough to have their own energy supply, they preferred to be a non-regulated energy user under Dominican law, requiring compliance withregulations as well as the construction of a transmission line. In orderto guarantee that financing for the energy would be accessible, theOMG team led by Melo wrote the cost into the contract for Pinewood

tenants as a service provided by the studio. The deal is still in progress.The firm also represented Citibank and The Bank of Novia Scotia,

both lenders to Zona Franca Multimodal Caucedo, a subsidiary of DP World. The banks bought out the initial lenders in a deal worth $150million that closed in November 2012.

ECUADOR

Paz Horowitz Roablino Garcés Abogados

Paz Horowitz is consolidating its reputation as a broad-based law firm with a propensity for carrying out major deals for global clients in theoil and gas sectors. It has highly experienced teams of lawyers devotedto energy, hydrocarbons, and mining, respectively. Many of this firm’ssignificant recent deals are strictly confidential, but it can be disclosedthat in December 2012, Paz Horowitz provided counsel to T-Rex En-gineering and Consulting in a contract with Petroecuador for the en-gineering and commissioning of gas exploitation facilities in the Gulf of Guayaquil. The firm characterizes the contract between these twocompanies as absolutely vital for the expansion of natural gas explo-ration and production in Ecuador. The monetary value of the contractis undisclosed.

Romero Arteta Ponce Abogados

Romero Arteta Ponce has operated in the Ecuadoran legal market for

more than 60 years and has worked with several international and do-mestic clients on the construction of oil refineries, pipelines, hydro-electric power plants, and the exploration and exploitation of hydrocarbons in Ecuador.

In January 2012, partner Cármen Gómez obtained a favorable de-


Disputes, Project finance

Key energy sectors

Renewables, Traditional powerKey infrastructure sectors

Mining, Roads

Key partners

Marcos Peña R, Luis J Jimenez, José Cruz C, Katherine Rosa


British Virgin Islands


Banking, Litigation, Project finance

Key energy sectors

Oil and gas, Traditional power


Airports and aviation, Ports and shipping, Power networks anddistribution, Roads

Key partnersLeonel Melo, Rebeca García, Mónika Melo


Colombia


Disputes: Financial and corporate, Public, Tax, White-collar crimeFinancial and corporate: Banking, Equipment/asset finance,Investment funds, M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors



Airports and aviation, Ports and shipping, Roads, Water and sewage


Disputes: Tax DisputesFinancial and corporate: Project financePublic: Construction, Environmental, Projects, Regulatory Tax: Corporate tax

Key energy sectors



Airports and aviation, Roads

Key partners

Diego Romero, Gustavo Romero, Cármen Gómez





cision in a $6 million tax dispute for client Overseas Petroleum and In-vestment Corporation. The same partner obtained another large set-tlement for Suelopetrol Venezuela in a tax dispute settled in April 2012.

EL SALVADOR

Benjamín Valdez & Asociados

Benjamín Valdez & Asociados, known as El Salvador’s first boutiquelaw firm, offers a range of services to corporate clients, with a particularaptitude for mergers and acquisitions, issuances, and banking and fi-nance.

In February 2012, Benjamín Valdez advised Esso Standard Oil inthe sale of its refining, oil distribution, aviation and marine operationsto Puma Energy in locations throughout Central America. The sale wasvalued more than $1 billion. After the transaction between Esso andPuma, Benjamín Valdez started advising Puma on its day-to-day oper-ations.

Currently, the firm is advising Ente Operador Regional, a regionalelectricity market operator, on various issues related to electricity reg-ulations.


Consortium - Centro América Abogados is part of five law firms thatoperate in the Central American countries of Guatemala, Honduras,Nicaragua, and Costa Rica. With a lengthening list of clients, the firmis expected to gain an additional 6,000 square feet of office space by

the end of 2013 to accommodate its growth. Consortium has advisedURBANISA, a subsidiary company of the Guatemalan developer,GRUPO UBICA, in an upper middle class private residential devel-opment project located in Zaragoza, La Libertad. The project closedin August 2012, and is valued at $17 million. In December 2012, thefirm counseled Puma Energy on the granting of a syndicated loan toPuma Energy for $300 million, to finance the purchase of ExxonMo-

bil’s assets in El Salvador.

GUATEMALA

Carrillo & Asociados

Carrillo & Asociados has been offering legal services in the country since the 1940s. In late 2008, the firm merged with Beltranena De la Cerda & Chávez to offer services in the energy and natural resourcessector, foreign investments including project finance and internationalcommerce transactions.

Carrillo advised Constructora Norberto Odebrecht with the nego-tiation and carrying out of a contract for the partial reconstruction andexpansion of the Pan American Road. The process ended in December2012 and is valued at more than $350 million. In January 2012, thefirm assisted a port terminal developer with the drafting and negotiat-ing of an agreement to supply services for a port terminal for the im-portation of solid fuels into Guatemala’s ports. The agreement wouldproceed in conjunction with a coal power plant under constructionand would be used as collateral in financing arrangements for the portterminal. Carrillo is also advising two international oil companies intheir bids to the Ministry of Energy and Mines for oil exploration con-tracts.


Costa Rica, Guatemala, Honduras, Nicaragua


Disputes: Public, Tax, Financial and corporate, White-collar crimeFinancial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Mining and metals, Oil and gas, Renewables


Airports and aviation, Ports and shipping

Key partners

Aquiles Delgado, Diego Martin Menjivar, Oscar Samour


Disputes: Financial and corporate, Tax Financial and corporate: Banking, M&A, Private equity, ProjectfinancePublic: Competition, Environmental, Employment, Land, Projectsand Regulatory Tax: Corporate tax

Key energy sectors

Power networks and distribution, Oil and gas


Water and sewage

Key partners

Benjamin Valdez, Benjamin Miguel Tamayo, Luis Tevez


Colombia


Disputes: Financial and corporate, Public, Tax, White-collar crimeFinancial and corporate: Banking, Equipment/asset finance,Investment funds, M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors



Airports and aviation, Education, Healthcare, Ports and shipping,Rail, Roads, Water and sewage

Key partners

Rodolfo Alegria, Joaquin Alvarado, Rodrigo Callejas






On an ongoing basis, Consortium - Centro América Abogados is pro-viding Energy Resources Capital Corporation with legal advice on theparticipation of the public tender launched by the electricity distribu-

tion companies EEGSA, DEORSA, and DEOCSA (PEG-1-20100).The PPA (Power Purchase Agreement) started in April 2012 and is worth $10 million. Energy Resources Capital has also secured Consor-tium’s legal expertise to advise on the construction and financing of a hydro-electrical plant in Raaxha. The value of the project has not yetbeen determined, and completion of the transaction is pending the ex-ecution of the PPA. In September 2012, the firm advised Hidroeléctrica Santa Rita on the sale of a 15MW hydro-electrical project. The valueof the project is confidential.

Moller

Moller has nearly 20 years of experience operation in the Guatemalanlegal market and has offices in El Salvador, Honduras, Nicaragua, Costa Rica, Panama and Dominic Republic.

Not all of the firm’s deals may be publicly disclosed. In March 2012,name partner Enrique Moller advised on the construction of a tunnelfor a major hydroelectric project with components in both Guatemala and Nicaragua.

Qil Abogados–Quiñones Ibargüen Luján& Mata

Qil has been operating in the Guatemalan market since 1999. In 2012,the firm represented Pantaleón in a general electricity bidding process.In July 2011, the firm counseled Glencore on the purchase of a minor-ity partner in Guatemala. Complicating the transaction was the possi-bility of litigation between the parties, because the minority partnerthreatened to file a lawsuit. The transaction ended in the successful res-olution of the matter through purchase of the shares of the contentiouslocal partner, by Glencore and its other local partner. The settlementvalue is confidential.

HONDURAS

Central Law – Medina Rosenthal &Asociados

Central Law Medina Rosenthal & Asociados is a full-practice law firm with regional offices in seven countries. Its Honduras office opened in1989 and advises companies on renewable energy projects and execu-tion of contracts with the National Electric Company. Central Law Honduras-Medina Rosenthal has been advising a local client for theconstruction of a new hydroelectric project in Honduras worth more

than $500,000. The firm counseled the client on all the environmentalprocesses necessary to obtain a license with the Environmental Author-ity. After obtaining the license, there will be a subscription of the agree-ment with the Natural Resources Environmental Authority, to beginoperations, expected to take place in 2014.


Disputes: Financial and corporate, Tax Financial and corporate: Banking, Equipment/asset finance,Investment funds, M&A, Private equity, Project finance

Public: Competition, Employment, Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Mining and metals, Oil and gas, Power networks and distribution,Renewables, Traditional power

Key partners

Alfredo Rodríguez M, Alvaro Castellanos H, Mario Archila C, Rafael Alvarado R

2012 Firm Overview

Cross-border experienceNicaragua


Disputes: Financial and corporate, Public, Tax Financial and corporate: M&A Public: Construction, Employment, Environmental, Land,Regulatory Tax: Corporate tax, Transfer pricing

Key energy sectors

Power networks and distribution, Renewables

Key partners

Rocio Belteton, Enrique Moller, Alma Mejia, Oscar Pineda,Fernando Rosales


Disputes: Financial and corporate Public, Tax Financial and corporate: Banking, Commodities trading and

energy derivatives, Equipment/asset finance, Investment funds,M&A, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors



Airports and aviation, Ports and shipping, Water and sewage

Key partners

Jose Quiñones, Marcos Ibargüen, Maria Isabel Luján


Nicaragua


Disputes: Financial and corporate, Public, Tax Financial and corporate: M&A Public: Construction, Employment, Environmental, Land,Regulatory Tax: Corporate tax, Transfer pricing

Key energy sectors

Power networks and distribution, Renewables

Key partners

Rocio Belteton, Enrique Moller, Alma Mejia, Oscar Pineda,Fernando Rosales





Medina Rosenthal has been advising West Bay Land Corporationon the construction of a new hotel in Bay Islands, Honduras. On No-vember 20 2012, the firm obtained the environmental license to beginconstruction. With a value of more than $40 million, the project is ex-pected to be completed by the end of 2013. Medina Rosenthal has alsobeen counseling a client for participating in the more than $400,000tender process of the General Cargo and Containers Terminal of Puerto

Cortes launched by Coalianza in September 2012. The prequalificationstage ended on January 21 and the contract will be awarded to the win-ning bidder, which must be a private operator that complies with allrequired criteria and offers more benefits to the State of Honduras.


Consortium - Centro América Abogados in Honduras has history dat-ing back to 1982 when it first opened for business, operating underthe name JR Paz & Asociados. In December 2008, the firm became a part of a regional group consisting of firms in Guatemala, El SalvadorNicaragua and Costa Rica. Specializing in corporate and commerciallaw, Consortium is considered a leading law firm in Honduras.

The firm is providing ongoing legal assessment to APM Terminalson the prequalification in the International Bid for the operation, de-sign, construction and exploitation of the General Cargo Terminal of Puerto Cortes, Republica de Honduras. The firm is also working withORMAT on the acquisition of the first geothermal energy project inHonduras, which, it is hoped, will produce a total of 35MW. The firmhas been working on the issue of corporate structuring of the partici-pating entities, and has performed the regulatory and land due dili-gence. Consortium is counseling Energia Eolica De Honduras onexpanding the capacity of the Cerro de Hula wind farm to 24 addi-tional MW. With completion anticipated this year, the project will bethe largest wind farm in Honduras. On an ongoing basis, the firm isproviding ongoing legal advice to BG International in the process of authorization of signature of a contract of exploration and exploitationof hydrocarbons (fuel and/or natural gas) with the Honduran govern-ment.

NICARAGUA

Alvarado & Asociados

The spike in mining activity in Nicaragua over the last 18 months hasspawned opportunities for firms small and large, local and global. Oneof the local firms to ride the wave and put its knowledge of local law to use is Alvarado & Asociados, managed by partner Gloria Maria de

Alvarado. The firm is expanding its work in both mining and energy.Some of the firm’s clients and transaction values are confidential, but

what can be disclosed gives a good indication of the capabilities of a small but ambitious firm.

Currently, Fabiola Urbina Sotomayor is advising a client, whoseidentity is confidential, on the process of becoming qualified to obtaina concession for the exploration of hydrocarbons available for mining and processing.

Yuri Cerrato Espinoza and Luz Marina Espinoza acted as counsel toa major global corporation, also confidential, on the incorporation of one of its branches as a foreign legal entity authorised to pursue mining exploration-related activities in Nicaragua.

Over the last two and a half year, lawyers from the firm have partic-ipated in a corporate restructuring and merger involving several localcompanies with an interest in forestry. The work breaks down into in-terrelated tax, contract, antitrust, and other regulatory components.


Brazil, Costa Rica, El Salvador, Guatemala, Nicaragua, Peru


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Projects, Regulatory Tax: Corporate tax, Indirect tax

Key energy sectors



Airports and aviation, Education, Healthcare, Ports and shipping,Roads, Water and sewage

Key partners

Armando Manzanares


Disputes: Financial and corporate, Public, Tax

Financial and corporate: Banking, Commodities trading andenergy derivatives, Investment funds, M&A, Private equity, ProjectfinancePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

LNG, Mining and Metals, Oil and gas, Power networks anddistribution, Renewables, Traditional power


Airports and aviation, Defence, Education, Healthcare, Ports andshipping, Roads, Water and sewage

Key partners

Gloria Maria de Alvarado






Consortium - Centro América Abogados’ energy and infrastructurepractices started in 1969 and today focuses on oil and gas, energy, min-ing, telecommunications, and construction.

The firm is counseling Banpro – Banco de la Producción on a $160million syndicated credit granted to Polaris Energy, which operates a

wind power park. This ongoing counsel includes corporate, regulatory,financial, and banking advice. In January 2013, the firm advised FDGMining Canada on the acquisition of four mining concessions fromExminicsa. The amount of the acquisition is undisclosed. ConsortiumTaboada provided corporate and regulatory advice to Re-Wind to de-sign and execute a 72MW wind power work valued at approximately $80 million. In May 2012, the firm advised Grupo Terra – UNO onthe corporate, regulatory, labor, real estate and commercial aspects of the acquisition of Rubis Nicaragua, formerly Texaco Nicaragua, con-sisting of a national service station network, said to be worth millions.

Nuñez Rizo Zambrana Abogados

Nuñez Rizo Zambrana Abogados specializes in mining law and advisesinvestors in obtaining administrative licenses, concessions, and autho-risations related to energy, oil, water, and industrial projects. Over thecourse of 2012, Nuñez Rizo Zambrana, advised Corazón Exploración

in the acquisition of mining concessions northern Nicaragua and thetermination of an option agreement to acquire a mining concessionfrom a small miners’ cooperative from Central Nicaragua. In July 2012,the firm assisted Calibre Mining Corp with a concession agreementand acquisition. Calibre Mining entered into an agreement with an-

other mining company to review and swap mutual mining concessions.Nuñez Rizo Zambrana drafted and negotiated with the legal depart-ment of the mining company the swap instrument and its conditions;and filed and structured the transaction with the mining authority.

PANAMA

Alemán Cordero Galindo & Lee

Aleman Cordero Galindo & Lee represents some of the largest nationaland international companies in Panama. They have a strong reputationfor handling transactions involving international financing and thestrict and very different regulations that govern the energy and infra-structure fields, some of which remain from when the Panama Canal

was under US control.The firm’s infrastructure practice has had a busy few years working

on deals connected to Panama’s largest infrastructure project, the ex-pansion of the Panama Canal. The firm continues to represent the con-sortium Grupo Unidos por el Canal in their ongoing transaction worth$3.2 billion for the design and construction of the third set of locks forthe Canal.

In the energy practice, the firm has Alejandro Ferrer, who served asMinister of Commerce – which has under its purview mining, oil andelectricity – from 2004 to 2008. The firm itself has been involved inenergy transactions since the industries’ privatization in 1997. Recently they represented their client Ideal Panama, a subsidiary of Carlos Slim’sImpulsora para el Desarrolllo del Empleo en América Latina, in a win-ning bid to construct two large-scale hydroelectric plants, valued at$400 million, and continue to advise on regulations connected to thatdeal.


Brazil, Colombia, Costa Rica, El Salvador, Guatemala, Honduras,Mexico

Most active disciplinesDisputes: Public, Tax, Financial and corporate, White-collar crimeFinancial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, M&A, Private equity,Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Mining and metals, Oil and gas, Power networks and distribution,Renewables


Airports and aviation, Defence, Education, Healthcare, Ports andshipping, Roads, Water and sewage

Key partners

José Evenor Taboada, Rodrigo Taboada, Samantha Aguilar, Brenda Martinez, Gerardo Hernandez, Carlos Taboada, Bertha X Ortega,Olga Barreto, Darliss Gordon, Martha L Icaza

2012 Firm Overview

Most active disciplinesDisputes: Financial and corporateFinancial and corporate: Banking, M&A, Project financeTax: Corporate tax, Indirect tax

Key energy sectors


Key partners

Ernesto Rizo, Regina Sandino, Rolando Zambrana


Mexico


Disputes: Financial and corporate, Public, Tax Financial and Corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Power networks and distribution, Renewables, Traditional power


Bridges, Ports and shipping

Key partners

Eloy Alfaro, Carlos Cordero, Alejandro Ferrer





Alfaro Ferrer & Ramirez

Alfaro Ferrer & Ramirez’s (AFRA) energy and infrastructure practicespecializes in contract procurement and regulatory aspects of contractimplementation. Among the firm’s strengths is the ability to navigatethe sometimes tricky and always strict public bidding process in

Panama. One partner commented, “Bid specifications in Panama tendto be very strict on form, and failure to meet formal requirements, if not cured in time, could cause an offer to be rejected even if the sub-stance is compliant. Many international clients are surprised by thischaracteristic of the bidding process.”

In a recent public bid to install the elevators for Panama City’s new metro, AFRA represented Otis Elevator in its winning proposal. Thetender was the second to take place after the first round was thrownout when participants, who included Otis Elevator, all failed to submitall the necessary and proper documentation the bid required. The deal,led by Annett Bárcenas, worth $21 million, closed in October 2012.

The firm has advised banks on financing matters including BancoInternacional de Costa Rica’s refinancing for a hydro-power plant in-volving a $500,000 revolving line of credit and an $18 million loan.Partners at the firm, though, say AFRA typically takes a more passiverole in this area.

Galindo Arias & Lopez

This firm is prominent in Panama’s energy sector, with particular ex-perience acting as counsel for large-scale hydroelectric projects and ther-moelectric energy generation projects. A number of its most importantrecent and current deals are confidential.

Diego Herrera, Tomás Herrera, Ramón Ricardo Arias, and SalomónBehar are providing counsel to the Panama Canal Authority on $5.2billion construction contracts for the third set of locks of the Panama Canal Expansion Project. The firm characterises this deal as one of thebiggest construction projects undertaken in Panama since the building of the Panama Canal.

Behar, Diego Herrera, and Edgar Herrera are advising Ocean Reef Islands as developer of the first residential complex situated on mad-made islands in Latin America. The legal work involves project financ-ing, procurement, and extensive negotiation with contractors. Beharand Cristina Lewis are representing Desarrollos Hidroelectricos Cor-poration on a concession for and the construction of a hydroelectricproject in San Andres.


Financial and corporate: Project financePublic: Regulatory

Key energy sector 2012Oil and gas, Renewables, Traditional power


Ports and shipping, Roads

Key partners

Annette Bárcenas O, Enna Ferrer, Rodrigo Moreno Jr, AlfredoRamírez Jr


Disputes: Financial and Corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,

M&A, Private equity, Project finance, Competition, Construction,Employment, Environmental, Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors




Key partners

Diego de la Guardia, Tomás Herrera, Ramon Ricardo Arias, SalomonBehar, Diego Herrera, Cristina Lewis





PERU

García Sayán Abogados

García Sayán Abogados is a relatively small Peruvian firm that illustratesthe principle of quality over quantity. Its attorneys are skilled at corpo-rate M&A as well as areas of public and administrative law involving assignments of interest.

In December 2012, García Sayán Abogados helped Pacific RubialesEnergy Corp. carry out the acquisition of 49% of Block Z1 from BPZExploración y Producción. The acquisition totaled $335 million.

In October 2012, Alberto Varillas, Luis Gastañeta, and Alfonso Tola provided counsel to Offshore Foreign Group and Consolidated Groupdel Peru regarding the sale of Risk Control for an undisclosed amount.In November 2012, Varillas advised Burlington Resources on an as-signment of interest in favor of Petrovietnam.

Hernández & Cía Abogados

While better known for its expertise in tax, corporate, and banking is-sues, Hernández & Cía Abogados has since expanded its focus on en-ergy and infrastructure. The firm has hired a full-time partner to takeon its energy and infrastructure matters. Goldman Sachs has used thefirm to help in the structuring and granting of $51 million to refinanceexisting debt and to develop new projects in Peru and abroad withinthe energy sector. In June 2012, Hernández & Cía advised CAF on the

financing of a part of the Las Pizarras hydroelectric project. The firm’s work included an evaluation of the regulatory regime facing the powergeneration sector in Peru and the licenses and permits for the project.In January 2012, the firm advised a development bank, which is basedin Washington and has a focus on infrastructure, on the granting of a

confidential sum of money to finance and develop the Penta Tanks Ter-minals’ activities. The team at Hernández & Cía had to evaluate therisks of the maritime transportation of ethanol and help procure all li-censes and permits involved.

Muñiz Ramírez Pérez-Taiman & OlayaAbogados

With over 30 years of experience, Muñiz Ramírez Pérez-Taiman &Olaya Abogados has developed its profile as a dynamic player in Peru’soil and gas sector.

In July 2012, Muñiz counseled Veraz Petroleum on the transfer of its subsidiary Veraz Petroleum Peru to Petrominerales, a transactionvalued at $5 million. The firm has also advised Baker Hughes on themerging of its local branches and subsidiaries with those of BJ ServicesCompany. This transaction was part of the process of the global im-plementation of Baker’s acquisition of BJ Services Company.

Payet Rey Cauvi Abogados

Payet Rey Cauvi’s energy and infrastructure practices operate under thefirm’s Public Law, Competition, Project & Regulation Practice Group.

The firm has worked with Scotiabank Perú to structure a program

to issue $128 million in corporate bonds to finance the Olmos Irriga-tion project, which involves the irrigation of 43,500 hectares of agri-cultural land. In September 2012, Payet Rey Cauvi helped natural gasdistributor Contugas with the development and financing of its $215million gas pipeline project located in Peru’s south. The firm has ad-


Disputes: Financial and corporate, Public, White-collar crime

Financial and corporate: Banking, M&A, Private equity, ProjectfinancePublic: Competition, Employment, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

Mining and metals, Oil and gas, Renewables


Healthcare

Key partners

Alberto Varillas, Jose Miguel Morales


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors


Key infrastructure sectors Airports and aviation, Defence, Education, Healthcare, Ports andshipping, Rail, Roads, Water and sewage

Key partners

Juan Luis Hernández Gazzo, Jose Manuel Abastos, Alfredo Filomeno


Disputes: Financial and corporate Public, Tax, White-collar crime,Financial and corporate: Banking, Commodities trading andenergy derivatives, Investment funds, Equipment/asset finance,M&A, Private equity, Project financePublic: Construction, Environmental, Land, Projects, Regulatory Tax: Corporate tax, Indirect tax

Key energy sectors



Airports and aviation, Education, Ports and shipping, Roads, Waterand sewage

Key partners

Augusto Astorga, Jorge Perez Taiman, Ricardo Silva


Disputes: Financial and corporate, PublicFinancial and corporate: Banking, Equipment/asset finance, M&A,Investment funds, Private equity, Project financePublic: Competition, Construction, Projects, Regulatory Tax: Corporate tax

Key energy sectors



Airports and aviation, Healthcare, Ports and shipping, Roads, Rail, Water and sewage

Key partners

Jose Antonio Payet, Alonso Rey, Juan José Cauvi, Aldo Reggiardo,Gerardo Soto, Carlos Patron, Italo Carrano





vised Infrastructure Investment Trust on its $200 million investmentin the development of the Vía Parque Rímac. The deal closed in June2012 and the Vía Parque Rímac is expected to be able to alleviate severetraffic flows and reduce the environmental damage that such congestionis known for. The project entails the construction of 11 new viaducts,9km of roadways, and a 2km tunnel below the Rímac River.

Rodrigo Elias & Medrano Abogados

Rodrigo Elias & Medrano Abogados has operated in Peru for 48 yearsand is one of the country’s largest full service law firms. Its work overthe last 18 months has earned positive comments from clients. “They have a very professional and efficient hard-working team,” one clientsays. “They are very knowledgeable and always there to provide usefuladvice and their expertise to solve issues,” the client added.

The firm is acting as local counsel to China Minmetals and JiangxiCopper in the development of its $2.5 billion El Galeno copper project,considered one of the most transformative mining projects going onin Peru today. The firm has provided legal advice to Consorcio TrenElectrico in the construction and development of second section of Lima’s Metro Train, worth more than $1 billion.

Partners Carlos Carpio and Hugo Silva were involved in one of themost publicised infrastructure financings in contemporary Peru. Theattorneys provided counsel to Consorcio Tren Electrico as the company sought an award for the construction and development of the secondsection of the Tren Electrico operating in Lima. The second section of this widely publicised rail system is designed to serve routes betweendowntown and the district of San Juan de Lurigancho.

Rubio Leguia Normand

In April 2012, Rubio Leguia Normand advised Citibank with the is-suance of notes valued at $110 million for the redevelopment of thePaita port in northwestern Peru. The firm closed a deal on March 162012, to finance and construct the La Chira Wastewater Treatment.The transaction was valued at $96 million. This is the third water proj-ect financing that Rubio Leguia Normand has participated in.

URUGUAY

Ferrere

Ferrere has been a part of Uruguay’s energy and infrastructure sectorfor over 30 years and is the country’s largest law firm with five officesacross the country. The firm also has regional offices in Bolivia andParaguay.

Ferrere is advising Led Roadway Lighting, a Canadian world leaderin lighting for public roads, in connection with one of the largest publicroad lighting projects in Latin America. Since 2012, Ferrere has been

working with IDB (USA), ExIm Bank (USA), Proparco (France), DEG(Germany), FMO (Holland) and CAF to finance several private windpower projects in Uruguay worth $400 million.

Ferrere is involved in numerous cross-border transactions, particu-larly foreign investment in Uruguay and foreign banks/credit agenciesfinancing projects in the country. The firm is representing BG, Exxon,Noble Energy, and ConocoPhilips to participate in upstream oil andgas bids. Ferrere is individually assisting Exxon and Noble Energy withan award of production-sharing agreements for offshore Uruguay. Thefirm is advising BG on the structure of corporate and tax issues aftertheir award in the Uruguay Round II. ConocoPhilips is using Ferrereto apply for the award of onshore blocks for purposes of exploring oiland gas. After Uruguay’s state-owned utility company awarded severallong term power purchase agreements, almost all foreign wind turbinegenerators’ manufacturers that will supply and construct the privately owned wind parks that will be built in Uruguay over the next few yearscalled on Ferrere for its services. The transaction includes the engineer-ing and construction of more than 10 50MW wind parks worth over$100 million each.


Financial and corporate: M&A, Project financePublic: Construction, Land, Projects, Regulatory Tax: Corporate tax

Key energy sectors

Mining and metals, Power networks and distribution, Renewables


Rail

Key partners

Luis Carlos Rodrigo Prado, Jean Paul Chabaneix, María Teresa Quiñones, Fernando Molina, Veronica Sattler


Disputes: Financial and corporate Public, Tax Financial and corporate: Banking, Equipment/asset finance,Investment funds, M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors



Airports and aviation, Education, Healthcare, Ports and shipping,

Rail, Roads, Water and sewageKey partners

Oscar Arrús, Milagros Maraví, Brendan Oviedo, Thomas Thorndike


Bolivia, Paraguay


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors




Key partners

Gonzalo Secco, Cristina Vázquez





Galante & Martins

Galante & Martins has been a part of Uruguay’s legal system since 1951and is one of the largest firms in the country.

The firm is currently advising a Uruguayan public company on thedesigning and structuring of renewable energy projects, including a 50MW wind farm. The transaction is valued at $65 million. Galante& Martins is also working with Secco Group to develop a $350 milliongeneration plant that will utilise waste biomass as an energy source.The plant will be located in Montevideo City.

Guyer & Regules

Guyer & Regules’ energy & natural resources department is the largestin Uruguay and has participated in some of the most important dealsin the country. The firm took part in the drafting of the framework forthe construction and operation and maintenance of the natural gaspipeline that connects Argentina with Uruguay as well as in the drafting of ANCAP’s (the state-owned Oil and gas company) privatisation law passed by the Parliament but annulled by a referendum.

In September 2012, Guyer & Regules assisted BG Group, Total, andTullow, in the second bidding round for Uruguay’s offshore explorationblocks, organised by ANCAP. The advice included the analysis of reg-ulatory matters and the framework in effect.

Guyer & Regules is providing ongoing legal advice to Grupo For-

tuny in the bidding process for the execution of power purchase agree-ments for wind energy. The firm is assisting Grupo with the negotia-tions with landowners for the land acquisitions for the installation of the wind farm, and also with unavoidable easements for the projects,negotiations with UTE, submission of the offer, and negotiation andpreparation of the PPA (Power Purchase Agreement). Guyer & Reguleshas assisted Axion Energy in its entrance into Uruguay following the

purchase of Esso gas stations, and is currently assisting the company inthe daily management of its operations and representing it before reg-ulators in matters arising out of downstream regulations.

Hughes & Hughes

Hughes & Hughes has been involved in many high-profile transactionsin the Uruguayan energy and infrastructure sectors.

Attorneys Marcela Hughes, Mariana Estradé, and Clara Villaamil worked with DYCASA to submit a proposal in September 2012 forthe reconstruction of Route 3. The value of the proposal is confidential.In August 2012, the firm provided regulatory, corporate and tax relatedassistance to Italian firm Ansaldo Energia in a $600 million bid, calledby the national Electricity Public Entity, to operate a combined cyclepower plant in Punta del Tigre.

In October 2012, Hughes and Lucia Ottati represented an Australia-based petroleum exploration and development firm, Petrel Energy, indue diligence of Schuepbach Energy Uruguay and Schuepbach Energy España. The Hughes & Hughes lawyers provided counsel to Petrel inthe acquisition of Schuepbach’s petroleum exploration interests inUruguay and Spain for an undisclosed amount.

Currently, the firm is representing Odebrecht Energia in a biomassenergy project, and representing Hoegh in bid for a LNG plant.


Argentina, Brazil, Guatemala, Mexico


Disputes: Financial and corporate, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Investment funds, Equipment/asset finance,M&A, Private equity, Project financePublic: Competition, Construction, Environmental, Land, Projects,Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors

LNG, Mining and metals, Oil and gas, Renewables, Power networksand distribution


Airports and aviation, Ports and shipping, Rail, Roads, Water andsewage

Key partnersRobert Miller, Martín Pérez Tomeo, José Luis Sosa, Diego Galante


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, M&A, Private equity, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax

Key energy sectors


Key infrastructure sectors Airports and aviation, Ports and shipping, Rail, Roads, Water andsewage

Key partners

Federico Susena, Juan Manuel Mercant


Disputes: Financial and corporate, Tax, PublicFinancial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Construction, Environmental Projects, Regulatory

Tax: Corporate tax, Indirect tax, Transfer pricing Key energy sectors



Airports and aviation, Ports and shipping, Rail, Roads, Water andsewage

Key partners

Marcela Hughes, Haroldo Espalter, Bernardo Porras





Jiménez de Aréchaga Viana + Brause

Jiménez de Aréchaga Viana + Brause is the Uruguayan counsel for one

of the four pre-qualified consortia in an international tender for thedesign, financing, construction, installation, operation, and mainte-nance of a LNG floating storage and regasification terminal, including the construction of port infrastructure in Punta Sayago, Montevideo.

Jiménez de Aréchaga Viana + Brause advised Banco Santander on pro-viding an export credit facility of $99 million and a commercial facility of $14 million to Uruguay’s state energy company, ANCAP. The dealclosed on September 27, 2012, and ANCAP will use the investmentfunds to invest in cement plants and a lime mining plant.

VENEZUELA

Mendoza Palacios Acedo Borjas PáezPumar & Cía

Mendoza Palacios Acedo Borjas Páez Pumar & Cía has been an activeplayer in the Venezuelan oil sector since the 1970s when it assisted thegovernment in the nationalisation of the sector. The firm has also par-ticipated in most of the major project financings of the extra-heavy oilfound in the Orinoco Belt.

Currently, Mendoza Palacios Acedo Borjas Páez Pumar & Cía is as-sisting Consorcio Euro-Bras Guri in all matters regarding the bidding

process of the contract for the rehabilitation of a hydro-electric facility which provides the main energy requirements to Venezuela. The firmis also providing ongoing counsel to a foreign construction and medicalsupply company making medical investments in Venezuela by building and equipping medical installations in several locations.

Travieso Evans Arria Rengel & Paz

Travieso has been operating as an energy firm in Venezuela since the1920s and represented several oil companies until the nationalisationof the oil industry in 1976. Over the last few years, the firm has beenactive representing foreign oil and drilling companies, as they have be-come players in the industry since its liberalisation in the late 1990s.Travieso practices in every area of law save for criminal law. As thisguide went to press, the firm had six offices across the country.

The firm represents Braskem, a petrochemical company in Brazil,in the development of two joint ventures in Venezuela valued at morethan $3 billion. The advice is ongoing and the joint venture has resultedin one petrochemical facility for the production of polypropilene andone for the production of polyethylene.

Travieso is also assisting Schlumberger, a drilling company, in its ne-gotiations with PDVSA for the incorporation of the biggest oil fieldservice mixed company in Venezuela. The $1.3 billion joint venture is,predictably, subject to extensive regulatory analysis. Travieso is also ad-vising Electricidad Industrial Portuguesa, on a contract for the devel-opment of electricity substations and lines. Such development entailssetting up the company in Venezuela, negotiating a contract with state-owned electricity firm CADAFE, and drafting, negotiating, and im-plementing accessory contracts, the first of which is valued at $60million. It is expected that other contracts for audit, rehabilitation, andconstruction of new electricity infrastructure will have a net value of atleast $220 million.

WDA Legal


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, M&A, Private equity, Project finance

Public: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax

Key energy sectors

LNG, Mining and metals, Oil and gas, Renewables


Rail, Roads

Key partners

Nicolas Herrera Alonso


Bolivia, Brazil, Chile, Paraguay, Uruguay


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, M&A, Project financePublic: Employment, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors


Key infrastructure sectorsHealthcare

Key partners

Manuel Acedo Sucre, Carlos Eduardo Acedo Sucre, Carlos Bello,Esteban Palacios, Julio Páez Pumar, Luisa Acedo de Lepervanche

2012 Firm Overview


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading and

energy derivatives, Equipment/asset finance, Investment funds,M&A, Project financePublic: Competition, Construction, Employment, Environmental,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax, Transfer pricing

Key energy sectors



Airports and aviation, Ports and shipping, Water and sewage

Key partners

Olga Nass de Massiani, Pedro Rengel, Simón Guevara


Disputes: Financial and corporate, Public, Tax Financial and corporate: Banking, Commodities trading andenergy derivatives, Equipment/asset finance, Investment funds,M&A, Private equity, Project financePublic: Competition, Construction, Environmental, Employment,Land, Projects, Regulatory Tax: Corporate tax, Indirect tax

Key energy sectors

Oil and gas, Power networks and distribution, Traditional power


Airports and aviation, RoadsKey partners

Ramon Azpurua, Hernando Diaz-Candia





This firm is notable for the cross-border character of many of its mat-ters. This aspect of its work is likely to increase as Venezuela moves intoa post-Chavez era with a likelihood of greater receptivity to investmentand business coming into the long-isolated country.

Ramon Azpurua and Hernando Diaz-Candia are representing Russ-ian oil giant Rosneft in investments in fields situated within theOrinoco Oil Belt, and in negotiations with the Venezuelan state oil

company and subsidiaries for purposes of a joint venture agreement.The investments have a total value of $20 billion.Diaz-Candia is representing Telefonica Venezuela in a slew of cor-

porate matters including foreign investments, repatriation of profits,corporate restructurings, and interconnection agreements.

Diaz-Candia, Azpurua, Bernardo Weininger and Arghemar Perezare spearheading major cross-border litigation, an investment arbitra-tion on behalf of client IGB against the Kingdom of Spain. The firmcharacterizes this $35 million suit as the first-ever ICSID arbitrationbrought by a Venezuela investor against a developed country.



OTHER JURISDICTIONSLEADING FIRMS


Key contact:

Carlos Umaña, Managing PartnerTel: 57 1 346 2011 Ext. 8215Email: [email protected]

Partners:Sergio Michelsen, Carlos Fradique-Méndez, Luis Alfredo Barragán,

Alvaro Cala, José Andrés Romero, Manuel Quinche, Francisco Uribe,Irma Rivera.

Number of associates: 140

Firm profile:

Brigard & Urrutia has been Colombia ’s leading firm for nearly 80 years.It provides legal advice and assistance in all relevant areas of business law and representation in a wide range of matters, including transactional,

non-transactional, litigation and dispute resolution advice. All of itspartners and associates are fluent in at least one language other thanSpanish and many of them are admitted to practice in foreign

jurisdictions (most notably in the state of New York). The firm’s lawyersare graduates from the top universities in Colombia and law schoolslocated in the United States and Europe.

The firm has an extensive record as a supplier of first rate legal services toa global clientele formed by industrial, commercial and service companies,banks and other financial institutions, private equity funds, insurancecompanies, as well as national and foreign government agencies andcompanies.

Practice areas:

Banking and Financial Services, Capital Markets and Securities,Regulation, Competition and Integrations, Corporate, Customs andInternational Trade, Trust and Estates, Foreign Exchange, Derivatives andStructured Products, Infrastructure and Public Utilities, Immigration,Insurance and Reinsurance, Labor Law, Litigation, Arbitration andInsolvency, Mergers and Acquisitions, Natural Resources andEnvironment, Real Estate, Taxes, Telecommunications, Media,Entertainment and Technology.

Infrastructure and Public Utilities division: We have provided legal advice in this field since 1989. Therefore, Brigard& Urrutia has an extensive practice in Infrastructure and Public UtilitiesLaw, providing a wide range of legal services to clients including:regulatory matters on public utilities, project finance, transport law and

public procurement procedures.

Energy & Infrastructure practice profile:

Electricity and other Utilities:

We advise our clients on regulatory matters applicable to energy, gas, waste and sewer systems management and waste management. Brigard &Urrutia has been involved over the last 20 years in the main transactionsrelated to the electricity sector in Colombia.

Key transactional highlights:• Legal advice to Grupo Endesa, including Endesa-Chile, in a projectrelated with the acquisition of Betania S.A. (US$350 million).

• Capitalization of Codensa, Emgesa and Empresa de Energía de Bogotá (USD$2.100 million).

• Acquisition of the power generation and distribution subsidiariescreated by Empresa de Energía de Bogotá. This transaction constitutesthe largest privatization ever undertaken in Colombian history.

Project Finance:Brigard & Urrutia participated through the years in several project financetransactions and public private partnerships. We are specialized onindebtedness based acquisitions, bridge loans or term based loans, assetsupported finance, financial lease and operative lease transactions.

Key transactional highlights:

• Advised banks during the granting of a US$ 176 million financing package to Recaudo Bogotá S.A.S to develop and operate the farecollection, fleet management, and real-time information technology system for Bogota’s mass transportation system. This transaction wonthe prize “Deal of the Year” award by the Trade Finance Review Magazine.

• Advised Banco Itaú BBA S.A. and Banco Davivienda S.A. in thestructuring and implementation of a project finance for thedevelopment and expansion of Termovalle.

• Brigard & Urrutia advised Ecopetrol S.A., Colombian largestcompany, in the structuring, negotiation and execution of two lines of credit, guaranteed by the Export Import Bank of the United States,each for more than US$420 million, for financing the construction of the work related to the revamping of the Barrancabermeja Refinery.

Transport Law:Our transport law practice supports clients in the legal structuring of projects while providing legal advice in regulatory matters. Our attorneyshave the experience and expertise to advise clients with respect to portsmassive transportation systems, airports and highways concessions atpreoperative and operative phases. Our legal advice is comprehensive andincludes: (i) Support in the administrative procedures (ii) Investorassociation agreements, (iii) Procurement procedures and concessioncontracts (iv) Legal advice during contract performance and liquidation(v) Legal advice for financing and financial closing.

Key transactional highlights:• Advice to Impregilo S.p.A., in the execution and contract management

of different public civil works and EPC contracts entered into by the

Company in Colombia.• Assistance Prodeco S.A (member of Glencore group), in theconstruction project of the public port Puerto Nuevo SA.

• Legal advice to Trafigura in connection with the development of a portin Barrancabermeja which encompass the transportation of bulk gravesand hydrocarbons by road, river and sea.

• Advice to Manzanillo International Terminal project finance relatedmatter for the construction and operation of a container terminallocated in the port of Barranquilla.

Procurement Procedures: We have vast experience in advising interested bidders in publicprocurement procedures such as public tenders, brief selection, meritcontest and direct hiring procedures, issued by Government.

Key transactional highlights:

• Legal advice to Ciudad Móvil S.A. in the public tender for theoperation of Bogotá’s mass transportation system (Transmilenio).

• Legal advice to GMOVIL SAS and ETIB SAS in the public tender forthe operation of the Integrated Public Transport System of Bogota.

• Legal advice to DDB in several public procurement procedures.

Calle 70 A # 4- 41Bogotá, Colombia

P.O. Box 23981Bogotá, Colombia

Tel: +57 1 3462011Fax: +57 1 310 0609Email: [email protected] Web: www.bu.com.co



OTHER JURISDICTIONS LEADING FIRMS


Key contacts:Guillermo E. Zúñiga, Partner Alberto Pauly, PartnerEmail: [email protected] Email: [email protected]

Firm profile:Gutiérrez, Hernández & Pauly is a law firm established in Costa Rica in1976. For more than three decades, we have specialized in providing a fullarray of legal services to local and foreign companies in Costa Rica.

Our best introduction letter is the professional quality of our lawyers, whichcombines the experience of our partners and the proactivity andspecialization of our younger lawyers. The success of our clients is ourpriority, and therefore, we intend to become their partners in providing legalservices, aiming at accomplishing their business goals in a safe way.

Our service is personalized, fast, efficient, proactive, ethical, and socially responsible; characteristics which have positioned us as one of the main law firms in Costa Rica, and this is proven by the quality of our clients and themagnitude of the matters they entrust us with.

Practice areas:Energy Law, Litigation & Arbitration, Foreign investment, AdministrativeLaw, Project finance

Regional capabilities: With almost 45 million of persons, regionals free trades treaties with USA andEuropean Union, Central America is an interesting market for foreigninvestment. We know that investors prefer to concentrate their legal assistance

as much as possible, so we have a select group of correspondents boutique law firms in Central America and in the rest of Latin America, with whom we work daily providing regional services to our clients by coordinating all theirlegal needs in the region, offering them a single point of contact. Also, we aremembers of Legus, an international network of law firms with presence in fivecontinents. Our goal is to be sure that any requirement of our clients behandled by the best lawyers in each jurisdiction.


Energy law division: We have developed relevant experience advising renewable energy generationprojects in Costa Rica. The environmental commitment of the country, theabundance of renewable energy sources and the target to become a carbon-neutral country by 2020 have allowed developing a new energy generationmarket based on sources such as the wind, the sun, and biomass. Ourpractice has advised foreign companies in the development of energy generation projects in Latin America, both in their relationships with theutilities companies, governmental permits to be obtained, project financing,and the management and administration of project development contracts.

Recent transactional highlights:

• Acted as counsel and director on an EPC project for the construction of a wind farm of 15.3 MW farm in San José, Costa Rica.

• Negotiation of a Power Purchase Agreement with the UTE –Uruguayanelectrical utility–.

• Draft and negotiation of an EPC agreement for the engineer,procurement and construction of a wind farm facility of 50 MW in

Uruguay.• Draft and negotiationof a Construction Management Agreement for a

client who will provide construction management services for the ownerof a 50 MW wind farm located in Nicaragua.

Litigation & Arbitration division:

We specialize in international commercial arbitration. Our team has a strong training and a lot of experience in this practice, and for that reason we are a leading firm in Costa Rica. We also advise companies and individuals whohave to deal with land expropriation processes or litigation against theGovernment.

Foreign investment division:

We assist investors in all required fields in order to provide them with theinvestment model that better adjusts to their needs. GHP has helped a number of companies to start operations under the Free Zone Regime, as well as to opt for other benefits of special exports regime. We have advisedinvestors on how to make de novo investments as well as offering franchiseschemes, the appointment of distributors and the establishment of jointventures with local partners.

Administrative law division:

We have experience representing large and small companies, both local andforeign, in their relationship with the Government and its agencies. GHPoffers an impressive expertise and experience in legal services related toadministrative contracting by means of top-of-the-line professionals to advicein bidding processes and the concession of public works for local and foreigncompanies.

Project finance division:

GHP is in the capacity of rendering first class consulting services ininvestment project financing through different financing structures in whichthe issue of debt and capital contributions can be combined for constructionand operation, as well as the capital-intensive project refinancing, where theproject's cash flows is what determines the feasibility of an operation.

Corporate Law Division:

We represent national and foreign clients in a wide array of businesstransactions, including mergers and acquisitions, involvement in Board of Directors, development of joint-venture agreements, organization andpreservation of corporations, as well as the representation of affiliates andagencies of multi-nationals in the country. Our lawyers have a wideexperience in sophisticated transactions and they propose innovativesolutions to different scenarios. We have been characterized by our adviceregarding issues related to representatives of foreign firms since its initialstages, on cases that marked the beginning of protection both of therepresentatives and the foreign firms. We have participated in thenegotiations of different corporate structures for the rescue of companies, therenegotiation of debts, infusion of new capital, and the laying of thefoundations for the future development of corporations. This can be doneon a solid foundation and based on the expertise of our partners in the areasof business, finance, and economics.

Tax Law Division

GHP provides counsel to its clients related to the tax aspects that distress theorganization of the companies and its businesses. The specialized services inTax Law includes tax planning and tax engineering, tax advice, filing of tax claims in the administrative jurisdiction and professional direction in judicialprocedures related to tax matters. The practice area includes taxesadministered by the Central Tax Administration, as well as any other

governmental institutions with tax competences (including municipalitiesand others). The Firm provides support services of administrative proceduresrelated with the formal achievement of the formal duties of the tax payers.

San Jose Sabana Norte Ave Las AmericasPark Towers Building, 3rd FloorSan José, Costa Rica

Tel: +506 4000 2333Fax: +506 2290 3660Email: [email protected] Web: www.ghp.co.cr

A team of first-level professionals providing worldwide class legal

services since 1976



OTHER JURISDICTIONSLEADING FIRMS


Key contacts: Jaime Alemán, Eloy Alfaro, Raul Borrel, Carlos G Cordero, Alejandro

Ferrer, Anibal Galindo, Arturo Gerbaud, Jorge Federico Lee, LorenzoMarquinez, Raul Zuñiga

Firm profile: Alemán, Cordero, Galindo & Lee was established in 1985 and hasquickly become one of Panama’s leading law firms in the offshore area as

well as in representing large corporations doing business in the country.The firm’s offshore practice is supported by its offices in the BritishVirgin Islands, Belize, the Bahamas, Uruguay, Switzerland andLuxembourg, and also by a strong network of correspondentsthroughout Europe, Asia, the United States and Latin America. In itslocal practice, the banking & finance department is one of the firm’smain areas of strength, providing services to most of the large banks

established in the country. The firm also specializes in M&A work. Thefirm provides legal advice to a large number of companies involved invarious areas of activities, ranging from telecommunications companiesto companies engaged in port activities, real estate, transportation(airlines, railroad and shipping), energy and infrastructure,construction, manufacturing, pharmaceuticals, and retail sales, among others. The firm’s main areas of strength are its excellent clientele and a

well-trained group of attorneys with strong expertise in their respectiveareas of practice who share the firm’s commitment to providing promptand efficient solutions to its clients’ needs.

Practice areas:Banking, Capital Markets and Finance, Corporate, Public Bids andConcession Contracts, Energy and Infrastructure, Litigation, Mergers &

Acquisitions.

International experience: Alemán, Cordero, Galindo & Lee has ample experienced in dealing withinternational clients. It is one of the leading law firms in the country inthe banking area and has advised on many complex financial transactionsfor foreign banks and corporations. In addition, it represents many of theinternational companies doing business in Panama as a consequence of successful participations in public bids (from port operators to telecoms,to energy companies, to the consortium undertaking the expansion of thePanama Canal).


ALCOGAL has one of Panama’s most experienced practice groupsfocused on energy and infrastructure transactions, including mergers andacquisitions, regulatory compliance and optimization, project finance andproject developments across all energy classes and infrastructure projects.Our lawyers regularly advise domestic and foreign contractors, developers

and/or operators with both renewable and non-renewable energy projectsand infrastructure projects.

Banking, capital markets and finance division:The firm advises many of the world’s largest and most sophisticatedfinancial institutions on the full range of banking, securities and relatedregulatory matters in the Republic of Panama. ALCOGAL handles a widevariety of banking and finance matters, including the drafting of loan

agreements, international securities transactions, initial public offerings,project financing and tender offers.

Corporate division:The firm advises clients on selecting the best alternative to meet theirparticular needs, taking into consideration tax, regulatory, liability andconfidentiality matters. It also provides counsel to clients on thereorganisation and restructuring of their operations, and in the drafting of articles of incorporations and by-laws.

Public Bids and Concession Contracts division:From port facilities and tolls roads to the Panama Canal ExpansionProject, ALCOGAL has advised its clients through every critical step of some of Panama’s largest public bids and concession contracts. We have a distinguished record of counseling all types of clients, including sponsors,project companies, lenders, investment banks, suppliers, contractors,

among others.

Litigation division:The firm provides excellent advice and assistance on a wide range of matters before national courts and other forums of dispute resolution.The firm’s litigators have also represented clients in arbitration hearings inthe United States and Europe, and have acted as expert witnesses on issuesrelated to Panamanian law in various courts around the world.

Mergers & acquisitions division: Alemán, Cordero, Galindo & Lee has acted as legal counsel for many of the bank mergers that have been completed in the country in recent years,as well as for several high profile corporate mergers.

2nd Floor, MMG TowerEast 53rd Street, Marbella Panama City, Panama

Tel: +507 269 2620Fax: +507 263 5895Email: TBC Web: www.alcogal.com



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Fernando Aguirre B Bufete Aguirre Bolivia

Ignacio Aguirre U Bufete Aguirre Bolivia

Mauricio Becerra de la Roca Becerra de la Roca Donoso Bolivia

& Asociados (BDA)

Nicole Pineda Travers Thorp Alberga Cayman Islands

Luis Alfredo Barragán Brigard & Urrutia Colombia

Bernardo P Cárdenas Cá rdenas & Cá rdenas Colombia

Eduardo Cárdenas Cá rdenas & Cá rdenas Colombia

Carlos Fradique-Méndez Brigard & Urrutia Colombia

Herman Galán Muñoz Tamayo & Asociados Colombia

Abogados

Juan Fernando Gaviria Prieto Carrizosa Colombia

Sandra Loaiza Manrique Prieto Carrizosa Colombia

Alejandro Mesa Baker & McKenzie Colombia Colombia

Ana Maria Moncada Moncada Abogados Colombia

Juan Carlos Moncada Moncada Abogados Colombia

Diego Muñoz-Tamayo Muñoz Tamayo & Asociados Colombia

Abogados

Hugo Palacios Mejía Palacios Lleras Colombia

Juan Manuel Sabogal Muñoz Tamayo & Asociados Colombia

Abogados

Jaime Trujillo Baker & McKenzie Colombia Colombia

Carlos Umaña Trujillo Brigard & Urrutia Colombia

Evamaría Uribe Tobón Palacios Lleras Colombia

Carolina Argüello Nassar Abogados Costa Rica

Michael J Bruce ACZALAW Costa Rica

Oswald A Bruce ACZALAW Costa Rica

Luis M Castro BLP Abogados - Costa Rica Costa Rica

David Gutiérrez BLP Abogados - Costa Rica Costa Rica

Vivian Liberman BLP Abogados - Costa Rica Costa Rica

Enrique Moller Moller Costa Rica

Alina Nassar Nassar Abogados Costa Rica

Tomás Nassar Nassar Abogados Costa Rica

Alberto Pauly Gutiérrez Hernández & Pauly Costa Rica

Guillermo E Zuniga Gutiérrez Hernández & Pauly Costa Rica

Mary Fernández Rodríguez Headrick Rizik Alvarez & Dominican Republic

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Rebeca García OMG Dominican Republic

Hipólito García Caminero Headrick Rizik Alvarez & Dominican Republic

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Luis J Jimenez Jiménez Cruz Peña Dominican Republic

Leonel Melo OMG Dominican Republic

Mónika Melo OMG Dominican Republic

Marcos Peña Rodriguez Jiménez Cruz Peña Dominican Republic

Katherine Rosa Jiménez Cruz Peña Dominican Republic

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Marisol Vicens Bello Headrick Rizik Alvarez & Dominican Republic

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Diego Romero Romero Arteta Ponce Abogados Ecuador

Gustavo Romero Romero Arteta Ponce Abogados Ecuador

Benjamín Miguel Tamayo Benjamín Valdez & Asociados El Salvador

Luis Tevez Rivas Benjamín Valdez & Asociados El Salvador

Benjamín Valdez Benjamín Valdez & Asociados El Salvador

Rodolfo Alegria Carrillo y Asociados Guatemala

Rodrigo Callejas Carrillo y Asociados Guatemala

Marcos Ibargüen Segovia Qil Abogados Guatemala

María Isabel Luján Z Qil Abogados Guatemala

Jose E Quiñones Qil Abogados Guatemala

Jesus Humberto Central Law - Medina Honduras

Medina Alva Rosenthal & Asociados

Ernesto Rizo Pallais Nuñez Rizo Zambrana Nicaragua

Abogados

Regina Sandino Nuñez Rizo Zambrana Nicaragua

Abogados

Rolando Zambrana Nuñez Rizo Zambrana Nicaragua

Abogados

Eloy Alfaro Alemán Coredo Galindo & Lee Panama

Salomon Behar Galindo Arias & López Panama

Carlos Cordero Alemán Coredo Galindo & Lee Panama

Alejandro Ferrer Alemán Coredo Galindo & Lee Panama

Aníbal Galindo Alemán Coredo Galindo & Lee Panama

Arturo Gerbaud Alemán Coredo Galindo & Lee Panama

Diego Herrera Galindo Arias & López Panama

Tomás Herrera Galindo Arias & López Panama

Jorge Lee Alemán Coredo Galindo & Lee Panama

Rodrigo Moreno Jr Alfaro Ferrer & Ramírez Panama

Alfredo Ramírez Jr Alfaro Ferrer & Ramírez Panama

Ramon Ricardo Arias Galindo Arias & López Panama

José Manuel Abastos Hernández & Cía Abogados Peru

Oscar Arrús Rubio Leguia Normand Peru

Oscar Benavides Rodrigo Elías & Medrano Peru

Abogados

Juan José Cauvi Payet Rey Cauvi Abogados Peru

Jean Paul Chabaneix Rodrigo Elías & Medrano Peru

Abogados

Alfredo Filomeno Hernández & Cía Abogados Peru

Juan Luis Hernández Gazzo Hernández & Cía Abogados Peru

Brendan Oviedo Rubio Leguia Normand Peru

Carlos Patron Payet Rey Cauvi Abogados Peru

José Antonio Payet Payet Rey Cauvi Abogados Peru

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Diego Peschiera Rodrigo Elías & Medrano Peru

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Aldo Reggiardo Payet Rey Cauvi Abogados Peru

Alonso Rey Payet Rey Cauvi Abogados Peru

Luis Carlos Rodrigo Prado Rodrigo Elías & Medrano Peru

Abogados

Andrés Cerisola Ferrere Uruguay

Martín Cerruti Ferrere Uruguay

Haroldo Espalter Hughes & Hughes Uruguay

Diego Galante Galante & Martins Uruguay

Marcela Hughes Hughes & Hughes Uruguay

Fernando Jiménez Jiménez de Aréchaga Uruguay

de Aréchaga Viana + Brause

Juan Manuel Mercant Guyer & Regules Uruguay

Robert Miller Galante & Martins Uruguay

Martín Pérez Tomeo Galante & Martins Uruguay

Diego Rodríguez Ferrere Uruguay

Federico Susena Guyer & Regules Uruguay

Héctor B Viana Jiménez de Aréchaga Uruguay

Viana + Brause

Manuel Acedo Sucre Mendoza Palacios Acedo Venezuela

Borjas Páez Pumar & Cía

Carlos Bello Mendoza Palacios Acedo Venezuela


Simón Guevara Travieso Evans Arria Rengel Venezuela

& Paz

Olga Nass de Massiani Travieso Evans Arria Rengel Venezuela

& Paz

Julio Páez Pumar Mendoza Palacios Acedo Venezuela

Borjas Páez Pumar & Cía Oswaldo Páez Pumar Mendoza Palacios Acedo Venezuela


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Biography: A partner at Brigard & Urrutia since 2011. Mr Quinche hasmore than 10 years experience practicing in the areas of finance, capitalmarkets and mergers and acquisitions. Before joining Brigard & Urrutia,Mr Quinche worked at the Global Finance practice group of a leading New York law firm.

Recent transactional highlights:He has participated in a significant number of financing, capital marketsand M&A transactions.

Recent highlights include the role of lead counsel to Ecopetrol andRefineria de Cartagena in connection with a $3.5 billion project

financing for the expansion and modernisation of the Cartagena Refinery (a $5.5 billion project). The Cartagena Refinery project is the largestproject financing ever completed in Colombia. Also in 2013 Mr Quincherepresented Ecopetrol in connection with a $800 million ECA facility extended by the United States Export Import Bank and by a group of commercial banks. Other recent highlights include engagements as leadcounsel to international and Colombian banks in connection with projectfinancings such as the $315 million financing for Termotasajero II, a power generation project, the structuring and implementation of a BOMT (build-operate-maintain-transfer) structure for the developmentof the Ituango Hydropower project which is expected to be one of thelargest hydropower facilities in Colombia, representing Empresa deTelecomunicaciones de Bogotá in a $300 million Rule 144A/Reg. S bondoffering, as well as the lenders to Pacific Rubiales both in financing andcapital markets transactions in excess of $2 billion. In 2012 and 2013 MrQuinche devoted significant time to structured finance transactions in theoil & gas and infrastructure sectors in Colombia.

Practice areas:Banking and financial services Capital markets and securitiesInfrastructure and public utilities Mergers and acquisitionsPrivate equity Corporate financeStructured finance

Sector specialisation:Infrastructure and ports Oil & gasTransportation

Languages: English, Portuguese, Spanish

Bar admissions: Colombia, New York

Association memberships:New York State Bar Association

Academic qualifications: Juris Doctorate, Universidad del RosarioDegree Corporate law, Universidad de los AndesLL.M, New York University School of Law

Manuel QuinchePartner

Brigard & Urrutia Bogotá, Colombia

Tel: +57 1 346 2011 Ext. 8363Email: [email protected]

Web: www.bu.com.co

Biography:Mr Umaña is the Managing Partner of Brigard & Urrutia since 2012, andhas been a partner of this law firm since 1990. With more than 25 yearsof experience, he splits his time between several practice areas and isparticularly commended for his knowledge in infrastructure, publicprocurement and competition work. Moreover, he had advised nationaland international clients in connection with public services law,administrative law, energy projects, commercial law and insurance such asEcopetrol, Trafigura- Impala Colombia, Impreligio, Fanalca, CiudadLimpia, Pernod Ricard and Prodeco, among others.

Recent transactional highlights:• Advice to International Container Terminal Services (ICTSI) throughits subsidiary Puerto Industrial (SPIA) providing legal assistance forthe structuring of the project, preparation of the RFP, drafting of thecontract to be awarded and conduction of the tender process.

• Advising SPIA regarding the drafting and negotiation of a contract forthe construction and connection of certain electric assets with EPSA.

• Advice to C I Prodeco and Sociedad Portuaria Puerto Nuevo in thestructuring, construction, negotiation of contracts, including theconcession agreement and the process of obtaining the permits andapprovals of Puerto Nuevo port in Ciénaga, Magdalena. Puerto Nuevo will be the first port rendering public services in Colombia in whichthe direct loading system is to be implemented.

• Acting for L'Oréal in its acquisition of the whole equity stake of Laboratorios Cosméticos Vogue and Cosmeplas.

• Advising Sanofi Aventis in the acquisition of all common sharesoutstanding of Genfar in Colombia and its subsidiaries in Venezuela,Ecuador and Peru, as well as the operations conducted via distributorsin Bolivia, Chile Costa Rica, Dominican Republic, El Salvador,Guatemala, Honduras, Nicaragua, Panama and Paraguay.

Practice areas: Antitrust and competition CorporateInfrastructure and public utilities Insurance and reinsuranceMergers and acquisitions Natural resources and environmental law Real estate and urban regulation

Sector specialisation:Include infrastructure and public utilities.

Languages: English, Spanish

Bar admissions: Colombia Association memberships:International Bar Association

Arbitration Centre of the Chamber of Commerce of Bogota International Chamber of Commerce

Academic qualifications: Juris Doctorate, Universidad Colegio Mayor de Nuestra Señora delRosarioLL.M, New York University School of Law

Carlos Umaña TrujilloManaging Partner

Brigard & Urrutia Bogotá, Colombia

Tel: +57 1 346 2011 Ext. 8215Email: [email protected] Web: www.bu.com.co



OTHER JURISDICTIONS LEADING LAWYERS

Clients told IFLR1000: “Nicole is outstanding and by far the best of offshore lawyers in the Latin American market. She has the highest technical skills, profound industry knowledge, is very entrepreneurial and business minded. She is a real business partner and absolutely key to the development of our business.”

Biography: Nicole is a highly experienced infrastructure and projectfinance lawyer with 10 years of practice advising international corporatesand financial institutions on all forms of financing transactions involving Cayman Islands entities. Her specific expertise relates to infrastructureand project finance, structured finance and securitisation, international

capital markets and secured lending. In addition, Nicole has advised on a broad range of hedge fund and private equity transactions and specializesin all aspects of Cayman Islands financial services regulation. Nicole hasextensive experience in advising clients in Latin America in relation toboth inward and outward investment, including transactions in Brazil,Peru, Colombia, Chile, Panama, Argentina, the Dominican Republic,Guatemala, Mexico, Venezuela and El Salvador. Nicole is the partner incharge of the firm’s Latin American Group.

Practice areas:Capital markets CorporateInfrastructure and project finance Investment fundsPrivate wealth Structured finance and securitisation

Languages: English, Portuguese, Spanish

Bar admissions: Cayman Islands and England and Wales (non-practising)

Academic qualifications:B.A. (Hons), M.A. (Hons) Jurisprudence, Oxford University B.A. (Summa cum laude ) International Economics, George WashingtonUniversity, Honors College

Nicole Pineda Partner

Travers Thorp Alberga Grand Cayman, Cayman Islands

Tel: +1 345 623 2362Email: [email protected]

Web: www.traversthorpalberga.com

Documents

Energy and Infrastructure Guide: Latin America 2013