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

We have participated, since 2010, in what is maybe the biggest antitrust case for the last decade, in Brazil – the discussion on Companhia Siderúrgica Nacional’s (CSN) interest in Usiminas’ capital stock. In 2014, the Administrative Council for Economic Defense (CADE) determined the divestment of CSN in 5 years. After this period, in 2019 it granted another 3 years and, now, the CADE’s superintendet has declared that this topic has lost its object. If this statement is approved by the CADE’s court, CSN may acquire more shares of Usiminas, interfere in its management and harm not only competition in the steel industry, but also the rights of other minority shareholders of Usiminas. Furthermore, the effect in the country will be enormous: any company will be able to buy equity interests in its competitor’s without the need for approval of the transaction by CADE.

Moreover, we recently took strong measures in several actions that asked for the exclusion of ICMS from PIS and COFINS. We were winners in all of them and the company has already amassed more than BRL$3bn in tax credits. Lastly, we held tax discussion with the state of São Paulo, and were able to cancel more than BRL$500m in tax assessments by the state, referring to the use of ICMS credits from refractories.

How important is choosing to work with external lawyers who align with your company’s values? Are you likely to reconsider what firms you work with based on this?

The alignment of values ​​between Usiminas and its partner offices is fundamental for the choice and durability of these offices within the company. Since 2020, we have included ESG aspects, particularly, diversity and inclusion and social projects, in addition to technical and financial issues, as an annual evaluation criterion for our offices. These criteria are even eliminatory for the offices. For 2022, we have included the topic “healthy work environment”, and we have questioned all our partners about their respective practices on this topic and decided to send our communication to all of its employees, as way of making our corporate values ​​clearer.

How do you suggest in-house lawyers build strong relationships with business partners?

A suggestion I would introduce is having internal clients do periodical performance reviews, and periodic follow-up meetings with such clients on the most relevant topics under discussion. At Usiminas, we have implemented an internal consultation tool that requires the client to evaluate each service generated. Also, we measure the time from the moment the service is provided by the in-house lawyer, until the consultation process is concluded.