SUMMARY OF MAIN EXPERIENCE
NATURAL GAS UTILITIES
1. Advised a foreign national state’s exports promotion bank for two successive loans to Colombia’s main natural gas transporter to finance the consummated expansion of main trunklines by building 20” loops to over 105 kms and 94 kms both on the Colombian Caribbean coast.
2. Advised and represented world-leading energy company: (i) for submitting the winning bid, negotiating and executing the BOMT contract with the Colombian government for a 578 km natural gas trunkline with 180 kms of branches; (ii) for issuance of all project permitting; (iii) as Colombian counsel for the successful international placement of Rule 144A bonds to finance the project without recourse to guarantee; (iv) for providing full service support to and representation of the SPV throughout project execution over 17 years up to the consummated transfer to a government designated assignee, including dispute resolutions; (v) for the SPV’s wind-up as liquidators and executors; and, (vi) for successfully litigating surviving cases before Colombian administrative courts.
3. Advised and represented a mayor energy client for: (i) a winning bid in a joint auction before the Colombian Stock Exchanges (since merged) for the seller’s credit-leveraged sale of a majority shareholder package in Colombia’s main gas transporter; (ii) for putting the purchased share in a trust-in-guarantee for payment of the credit; (iii) subsequently identifying the investment opportunity, attaining inclusion of and representing our client as winning bidder for purchasing the same credit at discount in competition with commercial banks; (iv) thus attained settlement of the trust-in-guarantee on the foresaid share package and secured registration of our client’s foreign investment rights; and, (v) further counseled additional purchases by our client of stock in the same gas transporter.
4. We advised a mayor energy client to prepare a bid in a public tender for the award of a BOMT contract for a 740-kilometer trunk gas pipeline. The bid was unsuccessful.
5. Advised Colombia’s main gas transporter’s subsidiaries for negotiating successive natural gas marketing and distribution agreements grandfathered before gas sector activity separation regulations.
6. Analysis of TOR and performance of due diligence for potential submission of our client’s private bid to purchase an equity stake in a 2,085 MW state-owned power generation company. The Colombian government suspended the tender.
7. Advised client on regulatory requirements for the potential development of Colombia’s first gas exportation project-financed facility. Agreement on regulatory policy with the Colombian government was not reached.
8. Advised client and prepared policy recommendations to the Colombian central bank for hedging operations on basic products (commodities such as natural gas) to be registrable foreign exchange operations. This policy was ultimately adopted and regulated by the central bank.
9. Advised and represented an offshore consortium of leading energy companies regarding the potential tendering for a long-term purchase of gas compressed and transported from fields operated by an association of a mayor P&E company and the Colombian state-controlled Ecopetrol in the Colombian eastern plains. The consortium opted not to tender.
10 Since 2021 we have authored the Colombia chapter in Lexology Panoramic Natural Gas Regulation of which the 2026 chapter on law and policy up to May can be visited at the following link: Colombia – Gas Regulation
POWER UTILITIES
11. Advised a consortium of major energy companies on potential bid for capitalizing a special purpose vehicle through which a state-owned power generating company was to be restructured. We advised on: (i) labor cost of transferring that company’s personnel to the projected SPV; (ii) a voluntary retirement package; and (iii) taxation risks conveyed by the overall transaction. The consortium did not bid.
12. Performed a comprehensive due diligence of eight state-owned power distributors on the Colombian Caribbean coast and of their holding company to assess risk in bidding to capitalize two SPVs to which those distributors’ assets and obligations were transferred as part of a regional restructuring program. We examined the bidding terms and counseled negotiations with possible co-bidders. The client opted not to bid based on our risk assessments (power losses, labor liabilities, and tariff insufficiency).
Such risks remained and were the basis for two further bids opened by the majority shareholders for the majority interest in those same SPVs. We again did the due diligence and TOR study for the first bid, having reiterated the initial risk analysis. Our client did not tender.
The original structure we advised against was finally replaced in 2020 by the granting of power distribution on the Colombian Caribbean region to two new state-leveraged utilities which are yet enduring similar problems.
13. Advised and represented a temporary union of major energy companies for successfully bidding for purchase of a 500 MW hydroelectric generation facility through a privatization process by the Colombian government.
14. Advised and represented a temporary union of major energy companies to bid unsuccessfully for purchasing a 1,000 MW hydroelectric generation facility through a privatization process by the Colombian government.
15. Analysis of terms of reference and due diligence for potential bid by client for capitalization of a new state-owned Caribbean Coast energy generation and trading company. The due diligence included assessing legal risks of main power sales contracts involving 1500 MW generating capacity. The client chose not to bid so that the projected company was not incorporated.
16. Advised and represented our client’s consortium for: (i) submitting a successful bid to a regional power distributor for financing, construction, operation and ownership of a 230MW combined cycle gas/vapor power generation plant; (ii) negotiated and executed a power purchase agreement (PPA) with the condition precedent that a gas supply contract acceptable to the consortium be attained, that having failed notwithstanding the consortium’s best efforts; and, (iii) negotiation of an amicable PPA termination agreement with waiver of the performance guarantee.
17. Advised and represented a leading energy infrastructure civil works contractor for the submission of a successful bid through a temporary union with a world leading power generator for a turnkey contract with a municipal utility for three combined cycle 450 MW generation plants. The project was executed.
18. Advised the minority shareholder in a company that owns a 230MW thermal power plant on whether to accept an offer made by the majority shareholder to sell its shares to the remaining shareholders (our client and a municipal residential utility company) or to tag on to the sale offer. The decision on our advice was to buy considering advantageous regulation on the thermal plant permanent availability charge in the Colombian energy market. We negotiated the assignment’s conditions until the deal successfully closed between all parties.
OIL & GAS
19. Did the due diligence for and represented client in negotiations for the potential purchase of a major foreign oil company’s subsidiary holding a branch and productive association contracts in Colombia. Agreement on business terms was not reached.
20. Counsel to and representation of major O&G company operating an incremental oil production field under an association agreement with a state-owned company. Our counsel was about the association and the operation’s legal needs, and ultimately for successfully negotiating the association agreement’s early termination.
21. Advised leading O&G services company on Colombian labor law and regulation, applicability to it and its subcontractors of industry union collective convention, represented it before labor inspectors and for claim settlements with employees and in labor litigation.
22. Legal counsel and representation of major petrochemical industry client for recovering eight tall ovens destined to an oil refinery in Venezuela. The ovens were manufactured by a bankrupt Colombian metalworks company located within a Caribbean port industrial free trade zone. Our services included: (i) negotiation of financing conditions for the final production of the ovens by the metalworks company even though in bankruptcy proceedings; (ii) negotiation of payment conditions and other accessory obligations with the industrial free trade zone for it to authorize the exportation of our client’s ovens; (iii) negotiations with provider of temporary employees to the metalworks company for it to desist on a judicial attachment of the ovens; and (iv) customs and regulatory support for exportation of the ovens to Venezuela.
23. Our main partner was Colombian Civil Law expert for a mayor oil & gas service company in litigation before a U.S. Federal Court where the plaintiff claimed that our client would be obliged to international arbitration agreed by its Colombian subsidiary in an agency contract ruled by Colombian law. The Court rejected that claim substantively based on our opinion that the subsidiary acted autonomously as an agent without representation under Colombian Civil Law. The international arbitration indemnity claim was material.
24. Advised and represented world leading seismic prospection service company in all legal aspects of its business activity in Colombia, particularly for the oil & gas sector, including: (i) negotiation with a major local corporation of terms to equally partner in and incorporate a services ground seismic prospection subsidiary; (ii) legal and regulatory advice its ongoing business and representation for later liquidation of such company; (iii) counsel for establishment, representation and partial management of new branch; (iv) counselling for public and private bids for maritime and ground seismic prospection services rendered by the client’s parent company; (v) full legal support for contracts and subcontracts executed in awarded projects (which accounted for a major part of offshore prospection projects in Colombia and one of the country’s largest on-ground seismic contracts); (vi) transfer to branch of offshore service providers’ local businesses (commercial establishment assets and obligations) following offshore foreign parent level purchases; and, (vi) full service legal support for the client’s historical entities in Colombia (corporate, contracts, taxation, labor, administrative, environmental, admiralty).
25. Advised and represented major industrial pump manufacturer and services provider for (i) the incorporation and subsequent corporate and taxation advice for a Colombian subsidiary in Colombia; (iii) advice on commercial, state and labor contracting; and, (iv) study of bid conditions and bidding advice for award to client of a mid-term contract to supply well pumping equipment, installation and maintenance services in the national territory subject to the contractor’s purchase order.
26. Advice to and representation of world-leading seismic studies equipment manufacturer for (i) structuring of leveraged sales in Colombia including real and personal guarantees; (ii) registration of equipment under the Colombian Unified Movable Goods Guarantees Registry (RGM); y, (iii) advice and representation for successful contract performance settlement with debtor under Colombian corporate reorganization proceedings.
INFRASTRUCTURE
27. Our main partner: (i) was member of the legal team that counselled a client for an unsuccessful offer in a major metro transportation system bidding before the project owner company; (ii) was member of the team that acted as Colombian counsel to an offshore bank syndicate for the negotiation and execution of successive loan agreements with that metro project company; and, (iii) successfully negotiated the Colombian national government’s sovereign guarantee on payment of the said loans.
28. As project lead lawyer, our main partner advised a world-leading infrastructure equipment manufacturer and met with a major municipal utility to discuss (i) whether the city’s low-income district’s seasonal river inundations or drought-induced fires storms should be legally treated as manifest urgencies; (ii) on how that could enable direct financing through a national state’s development soft loan; for (iii) expedient procurement of waterworks equipment and construction. The matter was not implemented at the time of our counselling. However, that loan was contracted years later after its approval by the city council. Our client did not participate in the project.
29. Counseled a major EPC company successively (i) for the establishment in Colombia of a branch; (ii) continued legal support for this branch’s corporate and labor compliance and for commercial contracting; (iii) liquidation of original branch following its foreign parents absorption through merger; (iv) establishment of new parent company’s Colombian branch reflecting that (v) continued legal support for the new branch; and, (vi) legal support for liquidation of branch.
30. Advised consortium led by our client in an unsuccessful bid for the financing, expansion, rehabilitation, maintenance and operation of waterworks and sewage concession for coastal city in Colombia City, including regulatory counsel on tariffs modification over the project’s term and implications of lack of prior approval for an exclusive water supply and sewage service area. The project was not awarded to the consortium.
31. Advised client for offering in a public bidding for a BOM aqueduct concession contract, where a river’s water would be to be supplied to a major coastal city. Our advice included assessing the project’s structuring risk due to legally complex preexisting institutional conditions. Our client’s bid was unsuccessful and, even though awarded and contracted, the awardee did not perform the project due to legal and technical impediments.
32. Advised and represented the concessionaire of a major citiy’s sanitary landfill leach treatment for extension of the concession’s term conveying the engagement of a subontractor. The subcontract was not agreed on without this having affected the concession’s continuity.
33. Please to consult our experience in residential utilities infrastructure under NATURAL GAS described in items 2 and 7, and under ENERGY in items 15 and 16 above.
CORPORATE AND CONTRACTS
34. Our main partner was lead counsel for the establishment of the first foreign fast-food franchise in Colombia, including: (i) detailed study of the franchisor’s system’s legal applicability to Colombia; (ii) negotiation of preliminary terms with the local franchisee; (iii) legal strategizing for and preparation of business plan for approval by the Colombian government of royalty remittances in currency to the franchisor under the country’s FX control regime; and (iv) final preparation, execution and registration of franchise agreement.
35. Prepared comprehensive opinions for successive clients on Colombian commercial agency, supply and distribution laws and agreements.
36. Counseled and/or represented foreign clients for successful termination, renegotiation or execution of Colombian commercial agency and/or supply and distribution agreements through diverse business sectors including passenger and cargo aviation, sales of aircraft, elevator or HVAC equipment, pharmaceutical products, charge card travel services agency.
37. Advised and represented major charge card issuer in all legal aspects of its transboundary business as applicable to Colombia, mainly including: (i) taxation and foreign exchange regulation compliance with Colombian law; (ii) successful unfair complaint before Colombian competition authority for prohibition of exclusionary practices in the Colombian market by relevant market competitor (done as part of an international strategy launched by the client in Latin America); (iii) appointment of a franchisee bank for local card issuance; (iv) termination of commercial agent agreement settling on applicable indemnity; (v) appointment of new representative in Colombia; and, (vi) termination and appointment of Colombian banks acting as international charge card payment managers.
38. Advised and represented major word-leading air conditioning equipment manufacturer and services provider in all legal aspects of its business activity in Colombia, including: (i) distribution, technical assistance and intellectual property licensing agreements with Colombian agent company (ii) supporting agent for tendering, bidding and contracting before private and public parties in Colombia; (iii) purchase of controlling interest in Colombian agent company; (iv) compliance of the resultant subsidiary with Colombian laws and regulations; and, (v) distribution, technical assistance and intellectual property licensing agreements with subsidiary.
39. Advised and represented word-leading elevator manufacturer and services provider in all legal aspects of its business activity in Colombia, including: (i) branch compliance with Colombian laws and regulations; (ii) distribution, technical assistance and intellectual property licensing agreements; (iii) relationships with local clients including tendering, bidding and contracting before private and public parties; (iv) litigation culminating in the declaration of unenforceability of a previous court decision where an indeterminable indemnity was awarded to a regional commercial agent; (v) sale of Colombian branch; (vi) concurrent negotiation and execution of assignment of the branch’s historic pensions liability to the Colombian Social Security Institute; (vii) successful litigation on termination indemnity suit claim filed by longstanding commercial agent; and, (viii) Colombian law expert opinion for successful defense by client against a tort liability suit filed before a United States court for accident occurred in Colombia.
40. Advised and represented a leading identity systems designer and supplier in: (i) successful competitive bidding with the Colombian national civil registrar for a new citizens’ identification system and card production turnkey project award; (ii) execution of contract; (iii) contractual performance issues and developments involving the supply and installation of equipment and software and the transfer of system operation know-how up to receipt to satisfaction by the buyer; (iii) successful defense against class action suit and appeal filed by the registry’s workers union alleging violation of collective rights and petitioning contract termination and return of card factory to our client without indemnification; and, (iv) settlement favorable to our client of prolonged civil suit where the plaintiff alleged to have had a right to supply the card factory to our client.
41. Advised and represented world leading commodities trader for: (i) its participation as main creditor in a major coal producer and exporter’s creditors arrangement proceedings before the Colombian bankruptcy authority; (ii) sale to a foreign investor of our client’s interest in the bankruptcy and in the litigations.
42. We advised and/or represented U.S. companies executing rendering logistical supply chain services in the context of foreign aid projects to Colombia, for (i) their corporate establishment in the country; (ii) the applicability of special tax and foreign exchange exemptions under aid agreements between the two countries; (iii) structuring of labor policies considering the nature of projects, Colombian legislation and corporate policy; and, (iv) full service legal support.
43. Advised and represented a diplomatic delegation for its legal matters in Colombia, including: (i) fiduciary arrangement with the Colombian government for joint funding of development aid projects; and (ii) counseling the delegation’s administrative office on contracts and overall labor counsel including having represented in labor litigation where diplomatic immunity was debated.
44. Advised and represented leading aircraft manufacturer and services provider in all legal aspects of its business activity in Colombia, including: (i) branch compliance with Colombian laws and regulations; (ii) business with local clients including tendering, bidding and contracting before public and private entities; (iii) successfully request in a tender process that the award of a major contract to a competitor be revoked because it bid an unfounded scoring advantage, for which the client had the highest score and the contract award; (iv) successfully represented client in administrative due processes for state supply contracts’ dispute resolutions before the Colombian government; and, (v) advised and represented client for negotiation and execution of after-sale offset (industrial and social cooperation) services agreement amendments and for execution and performance of mayor derived agreement. Counselled and/or represented U.S. companies performing foreign aid projects in Colombia regarding: (i) the corporate establishment in Colombia; (ii) special exonerations on foreign exchange and taxes under applicable agreements between both countries; and (iii) structuring of labor policies considering nature of projects, Colombian law and client’s corporate policy.
45. Advice to and representation of leading military vehicles manufacturer: (i) for negotiation and execution of supply agreements with the Colombian government; and (ii) opined on potential unfair competition claims under Colombian law.
46. Advised a major foreign clinical laboratory: (i) about the STD screening policy programmed and budgeted in the Colombian National Development Plan; (ii) prepared a draft offshore screening services agreement adapted to Colombian law; (iii) organized and materialized a meetings program with major Colombian Health Promotion Companies; and, (iv) represented the client with limited success in contract negotiations with certain such Health Promotion Companies.
47. Advised and/or represented major supply chain logistics companies for military and fast-food supply services including corporate presence assessment, taxation, commercial and state contracts, labor, and liability exposure.
AERONAUTICAL
48. Advised and represented major airline for its corporate and aeronautical establishment in Colombia, providing full service for (i) aeronautical authority approval of international routes; (ii) initial local management of Colombian branch; (iii) contracting of counter and office space in Colombian airports; (iv) contracting of real estate services and renting of main offices in Colombia; (v) labor law support for hiring of personnel in Colombian locations; (vi) taxation as applicable under the applicable international treaties; (vii) commercial law support and representation for contracting with local suppliers; (viii) legal support and representation regarding passenger and third party claims, and, (ix) legal support for ongoing relationships with Colombian aeronautical authorities.
49. Advised and represented major airlines for negotiation, execution, and performance of passenger travel or cargo GSA Agreements, and for negotiation or defense before “commercial severance” and unfair termination indemnities under Colombian law.
50. Advice to and representation of mayor client before the Colombian Ministry of Communications and the Colombian Civil Aeronautics Authority for obtainment of radio-electric spectrum frequency for on-route air navigational control, including (i) promotion and counseling of the execution and registration of a long-delayed inter-administrative agreement between the said entities for the assignment to the Civil Aeronautics Authority of the radio-electric spectrum bandwidth for aeronautical uses; and (ii) filing and obtainment of a frequency for our client’s services.