Matías Zegers: “Not many issuers have worked in depth the application of regulation about corporate governance standards”

20 March, 2000

Interview published in “El Pulso”, where partner Matías Zegers is consulted about the changes that are being generated in the companies after the publication of the new rule of corporate governance standards by the Chilean regulator and the level of compliance that issuers will report in June. Go to Publication

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Bahamondez, Alvarez & Zegers Ltda. advises Happyshop SpA in the investment made by the Venture Capital Funds Precursor II and Aurus

20 March, 2000

Bahamondez, Alvarez & Zegers have assited Happyshop SpA in the USD $4MM investment of a Series B round made by the Venture Capital Funds, Precursor II and Aurus. Happyshop Spa is a company that offers digital marketing in points of sale. In spite of having lounged operations in 2011, it has been already financed through a Series A round in october 2011. Bahamondez, Alvarez & Zegers  team included partner Matías Zegers and associates Cristóbal Silva and Rodrigo Jeria. Read Diario Financiero article

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Independent Director: Key figures in Companies?

20 March, 2000

Economic Newspaper “El Pulso”, interviews partner Matías Zegers about the role of Independent Directors in Companies.

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Chispas Case: Judgment of the Santiago Court of Appeals on Chispas Case cites partner Matias Zegers.

20 March, 2000

Judgment of the Santiago Court of Appeals on Chispas Case cites partner Matias Zegers opinion in its publication: “Social Interest, Duty of Loyalty of Directors and Conflicts of Interest in Multinational Enterprises: A Comparative Analysis with the United States Law”, p. 245. In Chilean Journal of Law, Vol 31, No. 2, p. 239-268. Santiago 2004. The Court of Appeals cites Mr. Zegers opinion regarding concepts such as social interest as a key driver to determinate directors’ liability.

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“SMU and having 14 minutes of board meetings still unsigned”

20 March, 2000

Article of El Mercurio newspaper, where partner Matías Zegers is interviewed about possible causes and consequences of having 14 minutes of Board meetings and 9 minutes of Committee meetings of the SMU Group still unsigned.

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“BAZ: The Market rewards good corporate governace”

20 March, 2000

Economic newspaper “El Pulso” talks about Bahamondez, Álvarez & Zegers , its history, work and future developments in the Chilean capital market.

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The Legal 500 Latin America 2013 – Chile

20 March, 2000

The international ranking “Legal 500” has highlighted Bahamondez, Alvarez & Zegers in three practice areas; Energy and Natural Resources: Oil and Gas, ranked number 2; Energy and Natural Resources: Electricity, ranked number 3; and leading firm in Corporate and M&A. For further information please click the following links: http://w2.df.cl/prontus_df/site/artic/20130909/asocfile/20130909081624/chile.pdf http://www.legal500.com/c/chile/legal-market-overview

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Latin Lawyer: “Oman Oil enters Chile as BG exits GNL Quintero project”

20 March, 2000

Oman Oil enters Chile as BG exits GNL Quintero project Thursday, 19 September 2013, by Joe Rowley Chile’s Claro y Cía and Spain’s Gómez-Acebo & Pombo Abogados have helped Oman’s government-controlled oil investment company enter Chile as it teams up with Spanish energy company Enagás to acquire BG Group’s remaining stake in regasification terminal GNL Quintero. Terminal de Valparaíso, the joint venture vehicle used by the pair to make the acquisition, paid US$176 million for the remaining 20 per cent stake held by the British oil and gas company; in a move that also signals the exit of BG from the country, although it will maintain various gas supply agreements. Chile’s Carey and the London office of Herbert Smith Freehills LLP advised BG, while GNL Quintero relied on Chilean firm Bahamondez, Alvarez y Zegers for the preparation and review of documents and the shareholding registry in the company. Due to the joint venture being structured under Spanish law, Enagás also drew counsel from the Madrid office of Bird & Bird LLP. Closing on 4 September, the acquisition comes a year after Enagás purchased BG’s other 20 per cent in the project, after the British oil and gas company announced plans to divest its entire stake to focus its resources on upstream gas production. BG entered the GNL Quintero project in 2006, winning a competitive tender to build and supply the 2.5 million tonnes per annum regasification plant. The remaining 60 per cent is divided equally between Chilean gas distributor Metrogas, state-owned energy company ENAP and Spain’s largest electricity utility, Endesa. Project financing was provided by 17 financial institutions drawn from around the world, which turned toShearman & Sterling LLP and Chile’s Guerrero, Olivos, Novoa y Errázuriz. Shortly after obtaining the stake, however, BG unexpectedly found itself having to adopt a second role as a pari passu, or equal-step, lender, after the collapse of Lehman Brothers in the US in 2008 rocked the international markets and severely curtailed available funding for the project. With BG’s ultimate aim being to exit the Quintero in order to focus on upstream production, Shearman & Sterling partner Cynthia Urda Kassis explains that the financing agreement also had to be structured to allow for a clean exit. “Our role was to determine what, if any, lender consents were required to permit the sale by BG,” she explains. Alongside the sale of BG’s first tranche in 2012, a parallel deal saw the company sell its loan portfolio on the international market to several financial institutions and bring to an end its role as pari passu lender. While lawyers note that the divestment of the first half of BG’s stake proved relatively straightforward, the sale of the remaining 20 per cent would prove more complex as rules contained within the shareholder agreement meant that any divestment by any shareholder of over 50 per cent of its stake would have to be approved by the other shareholders and lending banks in the project. This situation was given added complexity by two factors. The first was that the shareholder agreement also contained rules restricting any sale to companies of a certain investment grade, which created problems in light of Enagás’ downgrade […]

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Latin Lawyer:”Bahamondez, Shearman and Guerrero help GNL Quintero to expand”

20 March, 2000

“Bahamondez, Shearman and Guerrero help GNL Quintero to expand” Latin Lawyer, by Joe Rowley Bahamondez, Alvarez & Zegers has helped GNL Quintero redraft a previous project financing agreement to expand facilities at its regasification terminal in Chile, as the falling price of gas and stricter emissions targets has led to increased demand in the country. Taking 10 months to negotiate, the complex deal required legal counsel to amend contracts relating to an original US$1.1 billion project financing obtained in 2008 and earmarked for the development of the terminal. The latest deal closed on 25 July. Guerrero, Olivos, Novoa y Errázuriz Abogados in Chile and Shearman & Sterling LLP advised the lenders, having assisted in the original loan. GNL Quintero, a joint venture between ENAP, Endesa, Metrogas and until recently BG Group (the company is now selling its stake in the project), turned to Bahamondez Alvarez to advise on the expansion of the terminal and truck loading facilities, whose capacity is set to increase by some 50 per cent. “This project has been the result of the energy demand and how the markets have evolved since seven years ago when we first started to develop the project,” explains Bahamondez Alvarez partner Cristián Araya. “Now, due to environmental reasons and the falling price due to the discovery of shale gas in the US, everyone is looking at the market as an attractive one.” Three years ago, GNL Quintero relied on Larraín y Asociados to gain approval from its lenders – Banco Santander, Banco Español de Crédito, WestLB, Fortis (since merged with BNP Paribas), ING Capital, BBVA, Calyon, Mizuho, Intesa Sanpaolo and BG Group – for the addition of a truck loading facility to the LNG terminal. For Guerrero Olivos associate Macarena Ravinet, BG selling its stake in the project added a further complication because the documents had to be redrafted to reflect the fact that there would be a new gas-buyer. Carey is advising BG on the divestment. Upon completion, the terminal will see its capacity increase from 358,900 to 538,350 MMBtu per day. Counsel to GNL Quintero Bahamondez, Alvarez & Zegers Ltda. Partner Cristián Araya and associates José Tomás Ureta and Nicolás Vial Counsel to the lenders Shearman & Sterling LLP Partner Cynthia Urda Kassis and associate Christopher Dolan Guerrero, Olivos, Novoa y Errázuriz Partner Roberto Guerrero and associate Macarena Ravinet

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B-Corps: defining corporate purpose and success in business

20 March, 2000

Article at the business newspaper “El Pulso”, in which partner Felipe Bahamondez refers to B-Corp companies that incorporate sustainability in their bylaws and elaborates on the possibility of replicating such companies in Chile.

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