Team size: Nine

Major legal advisers in LATAM: Brazil, Vigido, Lettieri & Lucas, Tauil & Chequer, Mattos Filho

Countries in LATAM your role covers: Brazil

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

We were involved in the IPO of the Brazilian entity in 2021, taking Privalia Brazil public. This was a complex exercise that, in addition to the work entailed by an IPO in a foreign stock exchange, required a sophisticated tax and legal analysis carried out both in Spain and Brazil; a reorganisation of the Spanish and Brazilian IP and corporate structure; and multiple changes to the group’s intercompany setup. Unfortunately, the IPO was not completed because of sudden changes in the Brazilian stock market environment a couple of days before completion.

More recently, the team participated in the corporate reorganisation of Privalia Brazil – a Spanish branch of the Brazilian entity was incorporated to comprise the Europe-based tech teams managing the technological platform and operations of the Brazilian entity, as well as any other supporting function located in Spain. This required a review and subsequent modification of all existing intercompany flows, a thorough tax review. This project was completed by means of a transnational contribution of assets which also entailed a full review and, where needed, assignment of a very significant amount of existing contractual relationships with third parties.

Finally, we have been involved in the opening of new business lines. In 2022 and 2023, Privalia opened both its marketplace and travel business lines. The business model is radically different from a legal point of view, since under these new lines Privalia acts as a platform host, and this has required a deep legal analysis of the current digital legalisation in Brazil affecting technological hosting platforms, as well as the creation of a full new legal contractual framework for the sellers that will be selling via the company’s platform.

What are your organisations plans in the LATAM region over the next 12 months and how will your legal expertise help to achieve these plans?

Privalia Brazil has big expectations of growth in terms of business, and this will require the transformation and improvement of the business models.

The legal department has been historically a key player in management meetings and strategic decisions; I am one of the three members of the board of directors. Legal will be a partner in key factors such as: providing advice on the strategy to be implemented in the future, not purely from a legal point of view but as a trusted general advisor; and providing the (legal) technical support necessary for the deployment of the current strategy and the implementation of future new lines of business in Brazil.

How do you adapt your legal counselling to align with the diverse business practices and customs of various LATAM countries?

Initially, working with Latin American regulations was a challenge, mainly from a cultural point of view; from a legal perspective, most Latin American regulations have many similarities with the Spanish legal system. However, I found it very challenging to get across what should be a straightforward message and had to adapt to other ways of communication.

In my opinion, legal advice is all about transparency and adaptation to the business without losing track of where the limits are; a message must be commercially oriented but also set boundaries. This means that while it should not necessarily be though, it should be clear when there is little flexibility. I think that since this was understood, collaboration has been great and fruitful.