ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil....

7
Schmidt, Valois, Miranda, Ferreira & Agel is recognized for its ex- perience in the development of power generation, transmission, distribution and marketing projects. We represent investors, op- erators, financial institutions and free and captive consumers in commercial transactions in the electricity sector. In the renewable energy sector, the firm acts particularly on the development and financing of green & brown field projects, in- volving all legal aspects of such projects, including the analysis of regulatory and tax issues. Our professionals advise companies on public bids for conces- sions in transmission and generation, assistance in obtaining au- thorizations as well as in the revision of tariffs and prices with the Brazilian Electricity Regulatory Agency (ANEEL). We also provide advice on the sale of energy in the free market and on the review of the regulatory framework of the industry, as well as on admin- istrative proceedings before the ANEEL and the Ministry of Mines and Energy. Some members of our team have worked for over 10 years in governmental agencies and state-owned companies, a privilege which translates into deep understanding of the Brazilian govern- ment’s point of view. How we can help: Advice on the structuring, preparation and negotiation of all aspects involved in electricity generation, transmission and distribution projects. Representation of companies before the Public Adminis- tration and industry agencies in administrative and court claims. Drafting, negotiation and risk analysis of contracts and ad- vice on project expansions and acquisitions. Advice on environmental licensing of electric power genera- tion, transmission and distribution projects. Follow-up of bid, granting, concession or authorization pro- ceedings, as well as construction (EPC), financing and op- eration and maintenance (O&M) agreements. Advice on the structuring, preparation and negotiation of all aspects involved in electricity generation, transmission and distribution projects, as well as the energy trading. ENERGY AND RENEWABLE SOURCES Broad experience with development of projects

Transcript of ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil....

Page 1: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

Schmidt, Valois, Miranda, Ferreira & Agel is recognized for its ex-perience in the development of power generation, transmission, distribution and marketing projects. We represent investors, op-erators, financial institutions and free and captive consumers in commercial transactions in the electricity sector.

In the renewable energy sector, the firm acts particularly on the development and financing of green & brown field projects, in-volving all legal aspects of such projects, including the analysis of regulatory and tax issues.

Our professionals advise companies on public bids for conces-sions in transmission and generation, assistance in obtaining au-thorizations as well as in the revision of tariffs and prices with the Brazilian Electricity Regulatory Agency (ANEEL). We also provide advice on the sale of energy in the free market and on the review of the regulatory framework of the industry, as well as on admin-istrative proceedings before the ANEEL and the Ministry of Mines and Energy.

Some members of our team have worked for over 10 years in governmental agencies and state-owned companies, a privilege which translates into deep understanding of the Brazilian govern-ment’s point of view.

How we can help:

• Advice on the structuring, preparation and negotiation of all aspects involved in electricity generation, transmission and distribution projects.

• Representation of companies before the Public Adminis-tration and industry agencies in administrative and court claims.

• Drafting, negotiation and risk analysis of contracts and ad-vice on project expansions and acquisitions.

• Advice on environmental licensing of electric power genera-tion, transmission and distribution projects.

• Follow-up of bid, granting, concession or authorization pro-ceedings, as well as construction (EPC), financing and op-eration and maintenance (O&M) agreements.

• Advice on the structuring, preparation and negotiation of all aspects involved in electricity generation, transmission and distribution projects, as well as the energy trading.

ENERGY AND RENEWABLE SOURCES

Broad experience with development of projects

Page 2: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

He has an extensive practice in energy, reg-ulatory, M&A, corporate and infrastructure transactions. From 1990 to 1993, he worked in the legal department of Shell in Brazil. After that, he joined a well-known Brazilian law firm where he became a partner in 1996 acting in

commercial contracts, M&A, infrastructure and regulatory law. He was a visiting associate at O’Melveny & Myers LLP, New York, from 1998 to 1999. He was also partner at another important local firm for six years, where he was responsible for the above-men-tioned areas. He has been nominated by Chambers and Partners as a leading lawyer in Corporate/M&A, Projects and Energy and Natural Resources. In particular area, he has also been listed by Expert Guides. In the Energy sector and in the Oil & Gas field he was highlighted by Who’s Who Legal year after year. Latin Law-yer 250 has also mentioned him in Energy, Projects & Infrastruc-ture, Corporate & M&A and Administrative law areas. He was also referred by Legal 500 in Natural Resources – Electricity. He was recognized as “Lawyer of the Year” for his work in Energy Law and recommended in the following areas: Corporate and M&A, Ener-gy, Oil & Gas and Natural Resources by Best Lawyers Interna-tional 2018. Brazilian Anuário Análise Advocacia has recognized him as one of the most admired lawyers in Brazil in Infrastructure and Regulatory areas. He was a guest professor of National and International Contracts for the MBA in Technology Law, and of Contractual Relations in the New Energy Model for the MBA in Energy Management for Fundação Getúlio Vargas. Post-grad-uated in Business Law from Fundação Dom Cabral. Graduated from Universidade do Estado do Rio de Janeiro. Member of the Board of the Brazilian Bar Association- Section RJ for 2016-2018. Languages: Portuguese, English and Spanish.

Guilherme [email protected]

He represents domestic and international cli-ents in mining, Oil & Gas and corporate trans-actions, and has been actively participating in the review and discussion of bills of law related to the energy industry, in particular natural gas regulations. Started his career at Shell Brazil

(1971-1998), having spent the last ten years at the company as general legal counsel of the Shell Group Companies in Brazil, re-sponsible for oil products, natural gas, mining, metals, chemicals, aviation, as well as for the tax department. Acted as an off counsel and was partner of two major Brazilian law firms. He was appointed as one of the most admired lawyers by Análise Advocacia 500 in commercial contracts and infrastructure. He has been listed since 2007 by the International Who’s Who of Business Lawyers in the oil and gas sector, and was nominated as a leading lawyer in Energy and Natural Resources by Chambers and Partners from 2008 to 2018. He was nominated as a leading lawyer by Expert Guides to the World’s Leading Energy and Natural Resource Lawyers and by Best Lawyers since 2010. Recognized as “Lawyer of the Year” for his work in Oil and Gas by Best Lawyers 2018. Appointed by Legal 500 Latin America and Latin Lawyer 250 as one of the lead-ing lawyers in Energy and Natural Resources in Brazil. Author of many articles and chapters in newspapers, specialized magazines and books dealing with legal and regulatory matters of the Oil & Gas industry. Post-graduated in Business Law from Fundação Dom Cabral. Graduated by the Universidade do Estado do Rio de Janeiro. Languages: Portuguese and English.

Antônio Luís [email protected]

Page 3: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

For more than 25 years, he has developed a legal practice focused on business law, representing clients in local and international transactions related to natural resources and infrastructure projects (in particular oil and gas, power generation, mining, ports and ter-

minals), mergers and acquisitions, joint ventures, corporate mat-ters, international contracts and project finance. He was the head of the gas and power and oil products in the legal practice of Shell in Brazil, where he was extensively exposed to all related legal and contractual matters of the industry, including exploration and pro-duction. Prior to founding the firm, he was a partner at a well-known Brazilian law firm. He has been appointed as a leading lawyer both in Energy and Natural Resources and in Corporate/M&A by Chambers and Partners, year after year. International Who’s Who of Business Lawyers and the World’s Leading Energy and Natural Resources Lawyers, published by Euromoney, recognized him in the Oil and Gas. Highlighted by Who’s Who Legal as a reference in the natural resources area in Brazil. He has been recommended by the publication Legal 500 and Latin Lawyer 250. Brazilian Anuário Análise Advocacia has recognized him as one of the most admired lawyers in Brazil. He holds a masters’ degree from the Centre for Energy, Petroleum and Mineral Law and Policy (CEPMLP) of the University of Dundee, Scotland, 2001. Bachelor of Laws degree from Pontifícia Universidade Católica do Rio de Janeiro in 1988. Member of the Ethics Court of OAB/RJ in 2010. Languages: Portuguese, English and Spanish.

Rogério Sobral de [email protected]

His practice involves the representation of IOCs, NOCs, private equities, financial institu-tions and suppliers in O&G, M&A, private place-ments, offshore supply, pipeline construction, LNG projects, infrastructure, and tax related matters. He represents international and do-

mestic clients in international tenders promoted by the Petroleum Agency and Petrobras for the divestment of onshore and offshore blocks, and also in complex bidding procedures for the charter of FPSOs, FSRUs, and FSOs. He started his career in 1989 as in-house counsel for Shell in Brazil. He is author of a variety of arti-cles and a frequent speaker in panels related to O&G matters and programs worldwide. He was nominated as a leading lawyer (Band 1) in “Energy and Natural Resources” by Chambers Global and Lat-in America 2006 - 2010, 2011 (“spot light table”), and 2012-2018 editions. He is top ranked in the 2007-2017 “Experts’ Guide to the World’s Leading Energy and Natural Resource Lawyers” of Euro-money, and recognized as “The Best of the Best in Latin America” in 2012-2017 by the same institution. Recommended in Oil & Gas and Projects & Infrastructure by the international publication Legal 500. He is highly recommended by Latin lawyer 250. Also quoted by Best Lawyers in 2009/2014 – 2018 (“Lawyer of the Year” for his work in Natural Resources in 2018); by The International Who´s Who Legal Energy 2009-2017 editions (“Most Highly Regarded Individuals”- 2016 and “Thought Leader – Energy 2018”) and by the Latin Amer-ican Corporate Counsel Association (LACCA) in the 2014-2018 editions. Brazilian Anuário Análise Advocacia has recognized him as one of the most admired lawyers in Brazil. He was nominated by the Brazilian edition of the GQ Magazine in 2014 as one of the most influential lawyers in the country. Assistant Professor of Law at Univeridade Cândido Mendes (1999-2002) and at Master Business in Petroleum of COPPE/UFRJ (2000-2004). Vice-chairman of the Brazilian Center of Mediation and Arbitration (CBMA - 2014-2016). Director of the Portuguese Chamber of Commerce in Rio de Ja-neiro (2015-2016). Tax Committee of National Organization of Oil Industry (ONIP - 2000-2002). Vice-chairman of the Energy Commit-tee of the American Chamber of Commerce (2000). Member of the Association of International Petroleum Negotiators and former al-ternate regional director of the AIPN Latin America Chapter. Master Degree in International Law by the University of São Paulo. Master Business in Petroleum - MBP by the Federal University of State of Rio de Janeiro/COPPE. Post-graduate diploma in International Law by the Université Robert Schuman, Strasbourg, France: Certificat des Hautes Études Européennes. Law Degree by the University of State of Rio de Janeiro. Languages: Portuguese, English, French and Spanish.

Paulo Valois [email protected]

Page 4: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

Luis Pacheco has deep expertise in the oil and gas and entertainment industries to pro-actively advise them on industry trends, pending legislation and regulation and strate-gies for complex transactions. He is a recog-nized expert in all areas of upstream, down-

stream and midstream oil and gas transactions including M&A related transactions, farm-in/farm-out transactions, international trade, obtaining environmental licenses, negotiation of EPC con-tracts, joint operating agreements, Joint Bid Agreements, crude oil sales agreements, assisting clients with the public bid process, project finance, participation and service agreements. Mr. Pache-co helped to draft some of the contractual and legal instruments currently used in the Brazilian Oil & Gas industry. He frequently leads sophisticated transactions on behalf of international blue-chip oil and gas companies based in Australia, Brazil, Canada, Colombia, Oman, Chile, United Kingdom, France, India, Singa-pore, United Arab Emirates and the United States, skillfully guiding them through the intricate landscape of Brazil’s complicated legal system. He has been recommended by important international publications as Chambers & Partners Latin America - Energy & Natural Resources: Oil & Gas (2009 to 2018); Chambers & Part-ners Global - Energy & Natural Resources: Oil & Gas (2010 to 2018); The Legal 500 - Energy and Natural Resources: Hydro-carbons (2012 to 2017); Latin Lawyer 250 - Energy and Project Finance & Infrastructure (2014); LACCA Approved - Energy (2014 to 2018) and Anti-Corruption & Compliance (2017/ 2018); Who’s Who Legal Brazil - Energy (2009 to 2011 and 2013 to 2017) and Oil & Gas (2008/ 2009); IFLR 1000, Leading Lawyer - M&A (2015); Análise Advocacia 500 - Siderurgy and Mining and Rio de Janeiro (2016, 2017). Brazilian Bar Association (OAB) – Rio de Janeiro and São Paulo chapters. Former Latin America Regional Director of the Association of International Petroleum Negotiators. Board Member of the International Energy Law Association. Former co-Chair of the Brazilian Bar Association – Oil & Gas Committee. For-mer Member of the Brazilian Tax Court of the Ministry of Finance. LL.M, Kent College of Law, Chicago, IL, 1994. LL.B, Universidade do Estado do Rio de Janeiro (UERJ), 1987. Management of Law Firms Course, Northwestern University (Kellogg), Chicago, IL, 1998-1999. International Oil and Gas Law, Contracts and Negoti-ations, Association of International Petroleum Negotiators (AIPN), 1998. International Tax Planning, Chicago-Kent College of Law, Chicago, IL, EUA, 1994. Tax Law Specialization, Universidade Candido Mendes, Rio de Janeiro, 1987.Languages: Portuguese and English.

Luis Fernando Pacheco [email protected]

Alexei Macorin [email protected]

Lawyer with relevant knowledge in the electric power sector, with more than 18 years of activ-ity in this sector, in the segments of generation, transmission, distribution and commerciali-zation of electric power, with extensive expe-rience in contracts, corporate operations and

litigation. Specialist in the areas of energy and regulatory law, civil law, administrative law and civil and administrative litigation. Partic-ipated in the negotiation of several conflicting situations involving creditor banks, suppliers, unions, strikes, contractors. He has spe-cific skills developed as general counsel and legal vice president of Brazilian and multinational group of companies, chairman of the board of directors, chief executive officer of electric power associa-tion and president of forum of associations. Chief executive officer of the Brazilian Association of Electric Power Companies - ABCE (since 2012). Member of the Council Board of the Energy Research Company - EPE (since 2015). Member of the Infrastructure Council and Director of the Infrastructure Department of State of São Paulo Federation of Industries – COINFRA and DEINFRA/FIESP (since 2013). Member of the Infrastructure Council of the National Con-federation of Industry - COINFRA/CNI (since 2013). Vice President of the Energy Industry Union of the State of São Paulo - SindiEner-gia (since 2011). Member of the Energy Law Commission of São Paulo Bar Association - OAB/SP (since 2013). Counselor at the Competitiveness Council of the Government of the State of São Paulo (since 2014). Chairman of the Board of Directors of ABCE (2011 to 2013). President of the Environment Forum of the Electric Power Sector - FMASE (2014 to 2016). Member of the Federal Ad-ministrative Court of Tax Appeals - CARF of the Brazilian Ministry of Treasury (2010 to 2015). Panelist in several events and author of articles in his area of activity. Coordinator of the books Law and Energy (Quartier Latin, 2014) and Law and Electric Power Genera-tion (Quartier Latin, 2017). Professor of Civil Law. Law Degree and Doctor of Law by University of State of São Paulo (USP). Senior Management Programme by London Business School. Member of Board of Directors certified by the Brazilian Institute of Corporate Governance - IBGC and by the Institute of Certification of Social Security Professionals - ICSS.Languages: Portuguese and English.

Page 5: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

José Gustavo Fernandes [email protected]

Assists large national and multinational cor-porations, particularly those in the oil and gas, infrastructure and power industries, providing legal services on Brazilian and internatio-nal taxation. Reporter for Brazil, in 2001 and

2006, in the Cahiers de Droit Fiscal International published by IFA, respectively about “Taxation on income derived from Electronic Commerce” and “The tax consequences of restructuring of indeb-tedness (debt work-outs)”. Invited lecturer on taxation topics at several courses and institutions, such as King’s College London, Queen Mary College, Universidade Cândido Mendes, Universida-de Estácio de Sá and IBMEC – Instituto Brasileiro de Mercado de Capitais. Highlighted year after year by Best Lawyers Internatio-nal in their limited list of recommended tax practitioners for Brazil. Listed by Legal 500 as a reference in tax and corporate and M&A in the country. Recommended in LACCA Approved. Recognition in the Advisory chapter of the important international publication Who’s Who Legal: Corporate Tax 2017. He won 2018 International Advisory Experts Award: M&A. He was selected by Lawyer Monthly as Brazil 100 leading lawyers. Chevening Scholar in 2007, awar-ded by the United Kingdom’s Foreign Commonwealth Office. LL.M. in International Tax Law from the University of London, Queen Mary College. Bachelor of Laws degree (LL.B.) from Universidade do Estado do Rio de Janeiro (UERJ). Member since year 2000 of the Brazilian Association of Financial Law (ABDF) and the Inter-national Fiscal Association (IFA). Chairman of the Tax Committee of the British Chamber of Commerce and Industry in Brazil - BRI-TCHAM, Rio de Janeiro branch (2005-2007). Member of the Tax Law Subcommittee of the Brazilian Bar Association Rio de Janeiro branch - OAB-RJ (2004-2006). Languages: Portuguese and English.

Representing and advising clients in structur-ing, negotiating and documenting finance and business transactions with emphasis on pro-ject finance transactions related with energy, oil and gas and infra-structure projects. Rep-resenting and advising clients in connection

with direct foreign investments, private placements, investment funds, loan agreements, EPC (Engineering, Procurement and Construction) contracts, lease and charters agreements, foreign exchange transactions in general, Brazilian Central Bank regula-tions and corporate law. She was recommended as “Leader in their field” in Brazil by Latin Lawyer 250 - 2017. She frequentty takes part in articles and presentations related to project finance in the oil and gas sector. Masters of Laws in International and Comparative Law (LL.M.) from Temple University School of Law, Philadelphia, USA. Bachelor of Law degree from Universidade do Estado do Rio de Janeiro (UERJ). Languages: Portuguese and English.

Isabela [email protected]

Lawyer acting within the infrastructure sector, especially renewable energy, with a compre-hensive law background and practical view on the demands of an energy company. LL.M. (Energy and Environmental Law) by NYU School of Law (2018), passionate about ener-

gy law and the global development of renewable energy. Lawyer with relevant experience as in-house counsel for multinational en-ergy companies (renewable energy and oil and gas). Possesses relevant experience in Energy Law, Electricity Regulation, con-tracts and corporate transactions. Possesses interpersonal skills developed after 8 years as in-house counsel for energy compa-nies, having therefore a comprehensive practical approach to the business, acting with the required speed and availability, and presenting objective solutions for the problems faced by clients.Brazilian Bar Association (OAB) – Rio de Janeiro. Events Officer, Brazilian Legal Society at NYU School of Law, 2018. Dean Schol-arship Award (merit-based scholarship) by New York University School of Law, New York, NY, 2018. L.L.M. (Environmental & En-ergy Law), NYU School of Law, USA, 2018. Post-grad and teach-er assistant, Cross Border Transactions – M&A Settings, Pontifícia Universidade Católica, Rio de Janeiro, Brazil, 2010. Bachelor at Law (cum laude), Pontifícia Universidade Católica, Rio de Janei-ro, Brazil, 2009. Study Abroad, Universidade de Coimbra, Portu-gal, 2007. Languages: Portuguese, English, French and Spanish.

Manuela Carneiro [email protected]

Page 6: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

Bruno Martins Guedes [email protected]

Has experience on the Contracts, Corporate and M&A, Energy, Arbitration, Infrastructure areas, specifically on the negotiation and draft of related legal documents. Worked at

renowned law firms and at one of the major asset management firms in Brazil. Exchange Program of the Administrative Council for the Economic Defense (CADE). Member of the Group of Stud-ies (PIBIC): “Corporate Governance in State-Owned Companies” (PUC-Rio). He is the author of the article “A vulnerabilidade do investidor brasileiro no exterior: reflexões sobre o caso Occiden-tal Petroleum Corporation v. The Republic of Ecuador”, site CJA/CBMA. Member of the Brazilian Association of Law and Econom-ics (ABDE), the Young ICCA (International Council for Commer-cial Arbitration) and the YIAG/LCIA (Young International Arbitra-tion Group – London Court of International Arbitration). Member of the INOVARB-AMCHAM (Iniciativa de Novos Arbitralistas da AMCHAM-Brasil). Bachelor of Laws degree from Pontifícia Universidade Católica do Rio de Janeiro (PUC-Rio). Extension course: Cross-border transactions|M&A Settings at PUC-Rio. At-tending Master Degree in Regulatory Law at Fundação Getúlio Vargas (FGV-Rio).Languages: Portuguese, English and Spanish.

Clarissa Prallon specializes in the oil and gas industry in which she has worked in different segments, from the exploration and produc-tion to the refinery and distribution of fuels and lubricants. Initiated her carrier at Shell Brasil where handled with contractual, regulatory,

environmental and civil liability matters. She was associate of a reputable Brazilian law firm at the Projects and Natural Resourc-es Practices. Brazilian Bar Association (OAB) – Rio de Janeiro. Bachelor of Laws, Federal University of Rio de Janeiro, 2014. Post-graduate Degree in Company Law, Pontifícia Universidade Católica do Rio de Janeiro (PUC-RJ), 2017. Extension Course in Mergers and Acquisitions in Practice – Ordem dos Advogados do Brasil, Rio de Janeiro (OAB-RJ), 2017.Languages: Portuguese, English, French and Spanish.

Clarissa Prallon [email protected]

Lara Clarkson [email protected]

Advises clients in local and international trans-actions from different industries in corporate related matters, including private equity in-vestments and capital markets. Holds a bach-elor degree in law from Escola de Direito da Fundação Getúlio Vargas (FGV Direito Rio) and a graduate law degree from IBMEC-RJ.

Languages: Portuguese and English.

Arthur Mello [email protected]

Represents national and international clients in the Oil and Gas, Energy, Corporate and Regulatory sector. He is the author of the ar-ticle “Publicadas novas normas dos procedi-mentos de farm-out da Petrobras”, co-authors José Eduardo Siqueira and Paulo Valois, TN

Petróleo, 2018. Attending the last year of Laws School in the Uni-versity of the State of Rio de Janeiro (UERJ).Languages: Portuguese, English, French and Spanish.

Page 7: ENERGY AND · aviation, as well as for the tax department. ... house counsel for Shell in Brazil. ... He is a recog-nized expert in all areas of upstream, down-stream and midstream

Rio de JaneiroRua da Assembleia, 66 - 17th floor

Rio de Janeiro - BrazilPhone: +55 21 2114 1700

São PauloRua Leopoldo Couto de Magalhães Jr., 1098,

cj 03 1st floor, Torre A, Jardim PaulistaSão Paulo - Brazil

Phone: +55 11 3294 1100

www.svmfa.com.br