General counsel | Eletrobras
Jose Eduardo Guimaraes Barros
General counsel | Eletrobras
What are the most significant cases or transactions that your legal team has recently been involved in?
The main operation that we were actively a part of was the privatisation of Eletrobras, which started in 2021 and terminated in June of 2022. The company has been one controlled by the Brazilian government, however after legislative action that allowed the privatisation. This operation culminated with an IPO that reached just over BR$30bn, which became the second biggest, only behind one in South Korea a few years ago. Our team, in addition to assisting in all legal modelling throughout the operation that included, not only the public offering, but also the corporate restructuring, was also key in the transfer of the two energy plants – including a nuclear plant, and a Brazilian/Paraguayan energy group which had to undergo a split, as the Brazilian government also owned part of it.
Furthermore, we had key role in the legal defence of the company, due to the numerous legal actions that were brought against the operation, in which we were fully successful, without any injunction granted during the entire time. This process was so big that required the assistance and counsel of external law firms which were crucial to our success, but always under our guidance. During the past years this has been, undoubtedly, the operation that has taken the most of our legal department’s time and resources.
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?
We make sure that an alignment between our team and external firms is guaranteed. Eletrobras’ legal department always searches for external counsel that have a line of action and thought very close to us. That doesn’t mean that we only go after law firms with great market reputation, but mainly those who follow the same technical and ethical conduct as us. As Eletrobras was, until 2021, a government-controlled company, there was always a difficulty in trying to extend the number of options to hire, within law firms, that’s one of the reasons why our legal team is extensive, probably bigger than every company of similar size. In any case, there’s always need to hire external lawyers and law firms, and we’ve increased the number of outside counsel, including that alignment I mentioned before, together with the awareness that we are now a private company, so efficiency and costs have a different meaning now. Currently, we work with firms that provide great support, knowledge, counselling and service.
As we live in a fast-paced world today, what skills will a corporate legal team need to succeed in the modern in-house industry?
First and foremost, I believe it is key to know the company’s business, understanding the needs of different departments, along with its strategy, so an in-house lawyer can become an implementer and create a beneficial legal structure and strategy. To do that, besides knowing the business, there is also need for a proximity between the legal departments and their internal business partners, as well as knowing how the market works. Within our company, I look at my colleagues from different departments without focusing on ranking or hierarchy, because, ultimately, our goal is to bring success and results to the company, so everyone should be treated equally, regardless of those who seat on a leadership chair. No position or role is eternal, and we are all pieces that make this entire company work.
Head of legal deparment | Centrais Eletricas Brasileiras – Eletrobras