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What are the most significant cases and/or transactions that your legal team has been involved with in the last two years?

Our internal legal team, along with an external law firm, acted on an arbitration claimed by Mineração Usiminas against MMX Mineração e Metálicos and Porto Sudeste which, in 2017, resulted in an agreement for the payment, by Porto Sudeste, of the amount of US$62.5m that, by the time, corresponded to approximately R$205m. Our legal team obtained an environmental permit for the operation of a mining tailing dam in April 2019, only three months after the accident with Vale’s dam in Brumadinho, during a time in which all the licensing processes in the State of Minas Gerais were suspended.The agreement concluded with the state, which had the direct participation of our internal legal team, was consented by the Public Prosecutor’s Office and the municipal civil defense and allowed the maintenance of at least 800 direct jobs and the regularity of the production and sale of ore. Additionally, the company filed, several years ago, lawsuits requesting the exclusion of ICMS from PIS and COFINS calculation basis. Since last year, because of the final ruling of the matter by Brazil’s Supreme Court, Usiminas was granted with final and un-appealable judgments which recognised the possibility of such exclusion, as well as the compensation of the amounts unduly collected. Our legal team had to analyse the tax repercussions and risks involved on the immediate repetition of the undue payment, as well as the calculation of the amounts involved.

In 2017, the legal team started work on creating the integrity programme of Usiminas. After identifying the gaps and the company’s exposure, a diagnosis was made to serve as a basis to create the adequate policies and the ones in compliance with the company’s reality. In November 2018, the programme was approved by the Usiminas board of directors and since January of 2019 the programme is in force. Due to the programme, a new area was created in the company, the integrity department, which is the department responsible for monitoring the entire programme and improvement when necessary, along with the support of the legal department.

In 2016, the company started to renegotiate its debt, in the total amount of R$6.9bn over a 10-year period with a three-year grace period. Between 2016 and 2019 Usiminas slaughtered
R$1.4bn between cash sweep payments and non-renegotiated debt. In 2019, a liability management process was initiated through the issuance of bonds in the amount of US$750m and, as a result, the company exchanged restrictive covenants and low duration debts for a cleaner seven-year debt after this issue. In complementation, the company started the process of issuing debentures in the amount of R$1.6bn to exchange another portion of the debt and improve the debt duration and cost.

Finally, the company filed, several years ago, two lawsuits requesting to receive the amount payed to Eletrobrás arising from the electric power compulsory loan which was due interest and monetary. Usiminas was granted with final and unappealable judgments.

What attributes are essential for an in-house legal team to possess?

An in-house lawyer should have attributes beyond knowledge and technical background, this means that it should have knowledge not only of law-related topics, but also as a broad and deep knowledge of the business, and both should be constantly improved. In this way the in-house attorney will be able to act preventively and build custom solutions to the company’s problems. In addition, it is essential that in-house legal team work in an integrated manner, especially since the solutions involves more than one area of the department. For this, periodic team meetings, a good working environment and clear communication should be promoted.

What are the most difficult hurdles to overcome when attempting to demonstrate value added by the legal team?

It is difficult for some areas of the company to understand that the legal team is important not only to solve problems, but also to avoid the materialisation of such problems. The legal department can act preemptively and consequently aggregating financial and reputation value.

What “legal tech” products does the team utilise? What is useful about the products and how could they be improved?

Up to this moment the department utilises three tech products in our daily activities: a legal system to manage lawsuits and internal demands, in which all the lawsuits are included and updated. It is also the mechanism used by the internal clients to send and receive the legal demands, agreements and proxy.

We use a system for tracking legal publications, it is a more secure and fast way to track the companies’ publications in its lawsuits and a settlement platform, used to present and negotiate settlement proposals regarding the lawsuits. The department is studying the adoption of other systems used for report automation, contracts automation, as well as the use of artificial intelligence.

Is diversity and inclusion as a matter of internal policy on the agenda at your company? How much influence do you, as an in-house legal team, have on the diversity and inclusion policies of your organisation?

The company has a formal diversity and inclusion policy approved by its board of officers. Such policy is supported by a diversity and inclusion committee which is formed by the head of the main areas of the company, including the legal department.

Have any new laws, government policies, regulations or judicial decisions greatly impacted your company’s business or your legal practice?

Lei Geral de Proteção de Dados, the Brazilian specific regulation regarding data protection, similar to the General Data Protection Regulation and the New Regulatory Framework for Mining in Brazil.