The Mexico Practice at Holland & Knight has substantial experience in a wide variety of Mexican business areas which is enhanced by our established working relationships with leaders in Mexico's major business and government sectors. The combined experience and knowledge of the members of the Mexico Practice has enabled us to become innovators in financing structures that today are considered market role models. We have assisted the Mexican government in the analysis, design, and drafting of the key current legislation and regulation. In addition, our team has been a key participant in the formation of the Mexican securitization industry. The team has also participated in several first-ever transactions and the structures we designed are considered to be the standard of the market in several large-scale deals.
Clients Benefit from Our Practice Synergy and Multi-Cultural Understanding
Our Energy Team has great synergy with our Corporate and Financial Services practices, which has enabled us to participate in important energy and energy finance projects. We serve the needs of our clients in several projects announced by the Mexican government. In addition, our Mexico Practice has a Labor, Employment and Benefits Group that complements and supports our corporate transactions.
Our understanding of cultural differences and our multilingual capabilities (fluency in English, Spanish and Portuguese) enables us to play a key role in moving a case through the international process. All of our attorneys are familiar with the civil and common law systems. They frequently speak at conferences, lecture at distinguished universities, and write articles about corporate, finance and energy related topics. We are committed to providing superior client service and employ a practical real-world approach to all matters in order achieve our clients' short- and long-term goals.
We have extensive experience in the following areas:
Structured Finance and Securitization
Leading Role in Forming the Mexican Securitization Industry
Members of our Mexico Practice have been key participants in the formation of the Mexican securitization industry, including the following:
- retained by the Ministry of Finance (Secretaría de Hacienda y Crédito Público or SHCP) in 2000 to work on the structure that allowed states and municipalities to securitize its revenues
- retained by the Sociedad Hipotecaria Federal (SHF) to prepare the first set of form documents to implement the first mortgage-backed securitization in Mexico
- retained by the SHF to amend the Mexican Securities Law to delineate the characteristics of the certificado búrsatil
- advised the National Banking and Securities Commission (Comisión Nacional Bancaria y de Valores or CNBV) in the amendment of the Mexican Securities Law to delineate the characteristics of the certificado bursátil
- provided legal counsel to the SHF in the design and implementation of the BORHIS, which is the mortgage-backed security that was used to implement the first mortgage-backed securitizations in Mexico
Our participation in several precedent-setting transactions and our development of a number of the structures that are recognized as the Mexican market standard include the following:
- designed the legal structure that allowed the state of Mexico to securitize its payroll tax in the amount of MX$ 2 billion; this transaction represents the first-ever securitization of state taxes in Mexico
- represented the government of the state of Veracruz (Mexico) in the securitization of vehicle ownership taxes — the first of its kind for securities issued by a Mexican state — in the amount of MX$ 6.3 billion
- represented a nonbank bank in the first-ever cross-border securitization of bridge loans with the financial guarantee insurance issued by a monoliner
- acted as single legal counsel for the government of the state of Mexico in one of the largest debt restructures in Mexico in the amount of MX$ 30 billion
- participated in the drafting of the 2008 Mexican energy reform and are actively participating in what is known as the "Next Generation Mexican Energy Reform"
- represented the North American Development Bank in the first project finance wind project in Northern Mexico
- represented FOVISSSTE, the entity in charge of granting housing credits for state workers in Mexico, in the largest cross-border mortgage-backed securitization in Latin America which was shortlisted as the 2012 "Structured Finance Deal of the Year in America" by the International Financial Law Review (IFLR)
- participated significantly in the creation of the public debt offerings of states and municipalities by preparing what it is recognized as the "model legislation" to enable states and municipalities to tap the capital markets
- worked on the amendment of the finance laws of at least 12 Mexican states
Currently, members of the team are involved in the following:
- participating in the drafting of several structure finance securities laws and regulations such as the Regulations for the Participation of Monoliners in the Capital Markets and the regulations for the Mexican REITS (FIBRAS)
- working with the CNBV in a package of amendments to the Mexican Securities Law and Regulations regarding certificados de capital en desarrollo (CKDs), covered bonds, trustees, and common representatives and the public offer authorization procedure
Our attorneys are highly experienced in all types of financings. In particular, we have extensive public finance knowledge. Members of our Financial Services Team in Mexico are focused on local and cross-border financing such as aircraft financing, corporate financing, real estate financing as well as all other types of asset financing. In addition we have significant experience in complex financing structures, including equity release financing and subordinated debt.
Currently, our team is advising the Public Finance Commission of the Mexican Banks Association (Asociación de Bancos de México) in the review and comments to the draft of the new constitutional and legal framework for public finance in Mexico. Additionally, our attorneys have participated in highly visible financings and debt restructurings of local governments in Mexico and numerous representations of local and foreign banks in all types of financings.
Our areas of experience in the energy sector include oil and gas, electricity, liquefied natural gas (LNG), renewables, biofuels and government procurement. Our attorneys are highly knowledgeable on public contracts, project finance and regulatory matters related to the energy and real estate sectors. We have participated in counseling and representing Mexican state-owned entities in several arbitration procedures regarding the termination of public agreements due to lack of performance.
We handle local and cross-border energy-related transactions, from their structuring to their execution. Our attorneys have negotiated several contracts and amendments with transnational companies as well as foreign governments. Our attorneys have participated in the implementation and policy making of the 2008 Mexican energy reform and were part of the executive branch legal team that represented Mexico's president before the Mexican Supreme Court on the constitutional challenge against Pemex laws and enacted regulations.
For many years, we have advised state-owned entities regarding big infrastructure projects, including regulatory and transactional applicable provisions. We developed new templates and clauses to be addressed within Mexico's projects involving independent power producers (IPPs) and are well-versed on public procurement laws and regulations.
Our team also has experience in infrastructure projects such as public-private partnerships (PPPs), toll roads and energy infrastructure. We assisted several Mexican local governments in the design of the regulatory frameworks for local PPP projects.
Mergers and Acquisitions, Private Equity and Corporate Services
Our Mergers and Acquisitions Team is enhanced by our experience in private equity. We have participated in numerous acquisitions of highly regulated entities in the financial and energy sectors. We assist our clients in fund formation as well as capital calls and investments. In addition, we advise our clients in day-to-day general corporate matters.
U.S. Foreign Corrupt Practices Act
Our attorneys have broad experience in representing clients facing issues arising under the U.S. Foreign Corrupt Practices Act (FCPA) and other anti-bribery and anti-corruption laws. We handle every aspect of matters involving FCPA and related U.S. anti-corruption laws, including:
- due diligence, auditing sales agents, and developing policies and training compliance materials
- establishing controls for handling interactions with governmental officials
- investigating potential violations
Labor, Employment and Benefits
Our Labor, Employment and Benefits Group focuses on supporting all aspects of corporate issues in this area. We advise Mexican-based companies as well as foreign companies establishing or conducting business activities in Mexico. Our attorneys have extensive experience in the following areas:
- negotiations before the Employee's Defense Office (Procuraduría de las Defensa del Trabajo)
- labor litigation before the federal and local board in Mexico
- labor litigation and writ of amparo appeals
- executive compensation and employee benefits
- labor management relations
- non-compete agreements
- reductions in force/managing change