Compiled and edited by:

Mariano Batalla
Alta, San José
Young Council Rapporteurs Programme Coordinator, IBA Latin American Regional Forum

23–25 March 2026
Punta del Este, Uruguay

Introduction

Members of the IBA Latin American Regional Forum gathered in Punta del Este, Uruguay, 23–25 March 2026 for a conference titled ‘Mergers and acquisitions in Latin America’. The conference brought together leading practitioners, in-house counsel, investors, and policymakers from across Latin America and beyond. Hosted at one of the region’s most iconic venues, the conference offered a comprehensive programme exploring the forces reshaping mergers and acquisitions in Latin America — from shifting geopolitical dynamics and evolving regulatory frameworks to the transformative impact of artificial intelligence and the energy transition.

The conference programme comprised a plenary session examining the broad challenges and opportunities of M&A in Latin America. This was followed by a series of breakout sessions dedicated to cross-border transactions, technology and AI, antitrust and competition law, Chinese investment, dispute resolution, social impact and B-corporations; and four sector-focused panels on energy, infrastructure, natural resources, and Fintech. The programme concluded with a General Counsel Roundtable addressing the evolving role of lawyers in promoting pro bono engagement and Environmental, Social, and Governance (ESG) objectives.

The reports that follow were prepared by members of the IBA Young Council Rapporteurs Programme, who attended each session and produced detailed accounts of the discussions. This document compiles their reports into a single volume, offering readers a comprehensive overview of the Conference’s key themes and core messages. Two sessions: Breakout Session 3 (The Role of Social Impact in Corporate Transactions: B-Corporations, reported by Máximo Bomchil); and Breakout Session 6 (Dispute Resolution/Arbitration and Post-Merger Integration Challenges, reported by Isabelle Ferrarini Bueno), took place as part of the programme but their reports have not been included in this compilation.

Several overarching themes emerged across the sessions. Geopolitics has become a central driver of deal-making, with the strategic importance of Latin America’s natural resources and infrastructure elevating the region’s profile for global investors. Regulatory complexity continues to increase, extending transaction timelines and demanding more sophisticated structuring. Technology – particularly artificial intelligence – is transforming both the practice of law and the sectors in which lawyers advise. Throughout, speakers emphasised the importance of practical, business-oriented legal counsel which goes beyond technical compliance to deliver genuine strategic value.

We trust that these reports will provide valuable insights to IBA members and the broader international legal community, and extend our sincere gratitude to all rapporteurs for their dedication and diligence in preparing these accounts.

Plenary session: Challenges and opportunities of doing M&A in Latin America

Rapporteur: Maria Laura Bolatti Cristofaro, Marval O’Farrell & Mairal, Buenos Aires

The opening plenary session set the tone for the conference with a wide-ranging examination of the M&A landscape in Latin America. Co-chaired by Miguel Tornovsky (Pinheiro Neto, São Paulo) and Jaime Cubillos (Posse Herrera Ruiz, Bogota), the panel brought together Marina Linhart (JP Morgan, New York City, NY), Ricardo Scavazza (Pátria Investments, São Paulo), and Alejandra Flah (Citibank, Miami, FL) to discuss the interaction between traditional deal drivers, geopolitical developments, capital flows, and regulatory challenges.

Marina Linhart placed Latin America in a global comparative context, noting that although the region represents approximately six per cent of global GDP and eight per cent of the world’s population, it holds a disproportionate share of strategic resources. These include significant capacity in food production, freshwater reserves, oil, and critical minerals such as lithium, copper, and rare earth elements. She emphasised that recent global conflicts have elevated Latin America’s relevance within global supply chains, making geopolitical considerations central to M&A processes, particularly in sectors viewed as strategic or critical. From a private equity perspective, she explained that several years of weak equity capital markets have created pent-up pressure for monetizations, leading funds to hold assets for longer than usual and to pursue alternative exit strategies.

Ricardo Scavazza offered a private equity perspective, observing that while M&A activity and foreign direct investment have remained resilient – approaching record levels in recent years – the composition of capital flows has shifted materially. North American institutional investors have significantly reduced allocations to the region, driven by higher global interest rates and increased risk aversion. By contrast, Asian and Middle Eastern investors – particularly sovereign wealth funds – have increased their presence, adopting long-term, thematic strategies focused on infrastructure, energy, and other structural sectors. Scavazza noted that private equity in Latin America is currently in decline, but stressed that the inherent cyclicality of the asset class, combined with years of under-allocation, has created meaningful pent-up demand. From a sector perspective, he identified infrastructure as the most resilient and active area.

Alejandra Flah shared Citibank’s perspective as a global institution actively engaged in both acquisitions and divestitures across the region. She emphasised that managing political and regulatory volatility requires constant engagement with regulators, transparency, and early planning. While contractual tools such as ‘hell or high water’ clauses remain important, execution certainty ultimately depends on maintaining trust-based relationships with regulatory authorities. She also highlighted the growing relevance of enforcement risk and personal liability for directors and officers in several Latin American jurisdictions.

The session concluded with a discussion of the role of external advisors. Both Flah and Scavazza stressed the importance of counsel who understand the client’s business, provide clear recommendations rather than mere legal options, and anticipate reputational, political, and regulatory risks. Flah memorably cautioned against advice that is ‘legal but not useful’, underlining the need for pragmatic, business-oriented counsel. The session’s overarching message was clear: despite ongoing volatility, Latin America’s strategic assets, demographic potential, and under-allocation by global investors create significant long-term opportunity.

Breakout session 1: Technology, AI and M&A

Rapporteur: Luis H Moreno IV, Alfaro, Ferrer & Ramirez, Panama City

This session, co-chaired by Adriana Castro (BLP, San José) and Andrea Saffie (Cariola Diez Pérez-Cotapos, Santiago), opened with interactive polling to gauge the audience’s use of generative AI in legal practice. The results set the baseline for a dynamic discussion featuring Guilherme Arruda (Thomson Reuters, São Paulo), Steven Cohen (Wachtell, Lipton, Rosen & Katz, New York City, NY), Rick Liu (Harvey, New York City, NY), Guzmán Rodriguez Carrau (Guyer & Regules, Montevideo), and Francisco Tassi (ZBV, Buenos Aires).

Arruda presented data showing that over four-fifths of Latin American law firms expect AI to be transformative, although roughly one-third anticipate significant effects in the near term. He emphasised that firms remain cautious, balancing optimism with concerns about security and trust. Liu outlined where AI is delivering value today in areas such as contract review at scale, risk flagging, and data room analytics; noting, however, that valuation modelling and negotiation strategy remain more aspirational. He framed AI adoption as a ‘real-time experiment’ and highlighted risks around data quality, hallucinations, and regulatory uncertainty.

Cohen described Wachtell’s conservative approach, noting that AI use at the firm had only been permitted weeks before the conference. He stressed that client-facing work must remain lawyer-driven, with strict policies requiring approval before AI is deployed. Cohen raised concerns about whether AI could undermine the traditional billing model and questioned its impact on the apprenticeship system for junior lawyers. In contrast, Tassi shared his firm’s proactive stance, describing the implementation of AI policies and testing of tools such as Copilot, Harvey, and Spellbook. He predicted that increasingly clients will demand transparency on firms’ AI policies, and possibly fee reductions.

Rodriguez Carrau highlighted practical benefits, including cleaner drafting in English and faster due diligence. He offered a concrete example of using AI to draft a term sheet based on precedents, producing work comparable to that of a junior associate. However, he cautioned that over-reliance on AI could hinder associates’ learning and professional development.

The panel addressed the so-called ‘apprenticeship problem’ at length: if AI absorbs tasks traditionally performed by junior lawyers, how will they develop judgement and expertise? Rodriguez compared the shift to the arrival of calculators in engineering – technology which raised the bar rather than eliminated work. Cohen and Tassi echoed concerns about polished but conceptually flawed work product, underlining the need to redesign training models. The session concluded with broad agreement that the key issue is no longer whether to use AI, but how and for what purposes, with firms needing to balance innovation with caution to ensure that efficiency gains do not come at the expense of trust, training, or professional judgement.

Breakout session 2: Cross-border M&A: legal and regulatory challenges in Latin America

Rapporteur: Verónica Franco, Ferrere, Asunción

Co-chaired by Daniel Cerqueira (Cravath, New York City, NY) and Elie Sherique (Machado Meyer, São Paulo), this session brought together practitioners from Brazil, Uruguay, Colombia, and the United States: Luciana Cossermelli Tornovsky (Demarest, São Paulo), Santiago Fontana (Ferrere, Montevideo), Felipe Marino Dueñas (Cuatrecasas, Bogota), Matthew Squires (Greenberg Traurig, Denver, CO), and Carlos Albarracin (Milbank, New York City, NY). These speakers to discussed the principal legal and regulatory challenges in cross-border M&A transactions across the region.

The discussion opened with governing law and dispute resolution. Cossermelli Tornovsky explained that foreign counsel generally favour foreign governing law, while Brazilian sellers tend to prefer local frameworks and raise enforceability concerns. Arbitration remains the preferred dispute resolution mechanism across the region, supported by modern arbitration legislation and favourable court attitudes, although foreign arbitral awards in Brazil must undergo local homologation before enforcement. Fontana noted that cost considerations in Uruguay frequently influence parties towards local law and arbitration in mid-sized transactions, while Marino Dueñas observed that larger, more sophisticated deals are more commonly governed by New York law.

The speakers then turned to the principal areas of friction in deal negotiations. Fontana highlighted indemnities and interim covenants as particularly sensitive in Uruguay, noting that transactions that previously closed quickly may now remain pending for up to eight months due to lengthening regulatory approval processes. Cossermelli Tornovsky explained that earnouts and purchase price adjustment mechanisms are frequent sources of dispute in Brazil, often resulting from imprecise financial definitions. Marino Dueñas added that valuation gaps and MAE clauses continue to represent central challenges in Colombia, reflecting the gradual maturation of market practice in the region.

Representations and warranties insurance (RWI) was another significant topic. Its use remains relatively uncommon in Brazil due to cost and coverage limitations, and is only gradually gaining traction in Uruguay and Colombia, particularly in private equity transactions. Squires contrasted this with the United States, where RWI has become nearly ubiquitous in sophisticated M&A transactions. The panel also explored structuring and tax considerations, with speakers noting the use of Spanish holding companies in Colombia, goodwill amortisation benefits in Brazil, and offshore structures in US-related transactions.

The session concluded with a discussion of increasing regulatory scrutiny and its impact on transaction timelines. Fontana explained that regulatory review in Uruguay has become significantly more rigorous, resulting in extended closing periods. The speakers agreed that this reflects a broader regional trend towards more active regulatory oversight. The panel’s overarching conclusion was that cross-border M&A transactions in Latin America remain highly jurisdiction-specific, requiring careful adaptation to local frameworks. Although the market shows gradual convergence towards international standards, adoption remains uneven across jurisdictions.

Breakout session 4: Antitrust and competition law – navigating regional scrutiny

Rapporteur: Roxana Schäfer, Galicia, Mexico City

This session examined the antitrust and competition law dimensions of M&A transactions in Latin America, with speakers Benjamin Grebe (Prieto, Santiago), Mariana Estradé (Hughes & Hughes, Montevideo), Lina Uribe (Pérez-Llorca, Bogota), Juan Dubra (Universidad de Montevideo, Montevideo), and Felipe Benavides (Compañia Cervecerias Unidas, Santiago) offering practical perspectives on information sharing, merger control, and the evolving enforcement landscape.

Lina Uribe opened the discussion with the key antitrust considerations practitioners should bear in mind when sharing commercially sensitive information with counterparties, both before and during a transaction. She emphasised the importance of implementing appropriate controls over the scope of information disclosed and noted that counsel should carefully review all materials before granting access – remaining mindful of potential risks should the transaction not close. Uribe addressed the use of clean teams, explaining that their structure and composition must be carefully designed to mitigate gun-jumping risks, and that they are typically composed of legal and external advisors with limited involvement from business personnel.

The speakers discussed non-compete clauses, noting that antitrust authorities closely scrutinise such provisions and that they should be limited in duration and geographic scope. Non-solicitation provisions were also addressed, with speakers observing that while US authorities have taken the view that such clauses may interfere with labour markets, Latin American authorities have not formally adopted this position, although market practice has evolved towards shorter restriction periods, typically two to three years. Uribe also discussed ‘hell or high water’ provisions, explaining that these clauses require the buyer to complete the transaction regardless of obstacles, including regulatory issues. Reverse break-up fees, typically ranging between two and six per cent of the purchase price, were identified as a common risk allocation mechanism.

Juan Dubra turned to the economic considerations relevant to merger control analysis, emphasising the importance of engaging economists early in the process. He explained that economic analysis is particularly valuable in defining relevant markets, assessing competitive effects, and evaluating whether control is effectively transferred. He observed that while European antitrust frameworks are more developed, Latin American regimes are evolving rapidly, with some jurisdictions adjusting merger notification thresholds based on broader political or economic considerations. Dubra noted that a key strategy in merger review is demonstrating efficiencies arising from the transaction, such as improved pricing, enhanced logistics, or job creation.

Felipe Benavides concluded the session by highlighting the broader implications of antitrust filings from a corporate perspective, including increased regulatory scrutiny and the potential to establish precedents for future transactions. He emphasised the need to align transaction strategy with the company’s risk appetite and noted the rising level of enforcement activity across jurisdictions. The session underlined that antitrust considerations must be integrated into M&A strategy from the earliest stages of a transaction.

Breakout session 5: Investments coming from China – M&A and other businesses and their challenges

Rapporteur: Johann Hartleben, Legalsa, Guatemala City

Co-chaired by Cesar Amendolara (Velloza, São Paulo) and Rafael Boisset (Philippi Prietocarrizosa, Lima), this session explored the distinctive dynamics of Chinese investment in Latin America. The panel comprised Fabiana Silverio (Didi Group, São Paulo), Javier Lozada (Bruchou Funes de Rioja, Buenos Aires), Alfonso Rebaza (Cosco Port of Chancay, Lima), and Gillian Paredes (Luz del Sur, Lima). It offered first-hand perspectives on how Chinese business culture, strategic vision, and corporate practices shape transactions in the region.

Fabiana Silverio set the stage by discussing Chinese business culture, rooted in Confucian philosophy and the principle of ‘Guanxi’ – the essential value placed on personal relationships and networks. She emphasised that trust is the foundational prerequisite for Chinese business engagement: decisions move swiftly once trust is established, as illustrated by her experience with a deal drafted, reviewed, and signed in just four hours. Javier Lozada reinforced this point, recommending that practitioners invest time in relationship-building before pursuing business objectives and suggesting that building connections through Chinese lawyers is often the most effective way to gain access to Chinese clients.

The discussion turned to large-scale infrastructure projects, with Alfonso Rebaza sharing his experience advising on a major port development on Peru’s Pacific coast – a joint venture between a Chinese and a Peruvian company structured over a seven-year horizon. Rebaza observed that Chinese companies have evolved considerably in their international operations, increasingly adapting to local contexts, learning foreign languages, and maintaining staff in-country for extended periods. Their international officers now operate with standards of reporting, efficiency, and technical precision that meet global benchmarks.

Lozada described four defining characteristics of Chinese investment strategy: a long-term strategic vision; clear focus on strategic assets such as lithium and critical infrastructure; high tolerance for political risk; and alignment with China’s five-year planning cycles. He noted that aggregate Chinese investment in Latin America has reached approximately US$500bn, spanning mining, renewable energy, real estate, agribusiness, and infrastructure. Gillian Paredes added that utilities are especially attractive to Chinese investors because they offer stable, long-term returns, and that Chinese investors tend to view them as strategic assets rather than purely financial opportunities.

The panel also addressed the geopolitical dimensions of Chinese investment, with Rebaza noting that countries must carefully balance economic benefits against considerations of sovereignty, particularly in sectors such as telecoms infrastructure. On data privacy, Silverio reported that Didi takes compliance with data protection regulations very seriously and works diligently to align with the rules of each jurisdiction in which it operates. Paredes confirmed that while Chinese acquirers face heightened scrutiny, they have often stepped into spaces left by other investors, and that ‘capital, ultimately, does not carry a nationality’. The session closed with a consensus that Chinese investment in Latin America is likely to remain resilient and continue to grow despite ongoing geopolitical tensions.

Breakout session 7: Sector focus – energy

Rapporteur: Diego Gallegos (Arias, Costa Rica)

Chaired by Sergio Gonzalez Galan (Garrigues, Madrid) and Hans Sydow (Travieso Evans, Caracas), this sector-focused session examined the legal, regulatory, and infrastructure challenges confronting the energy sector in Latin America against a backdrop of riskier geopolitical realities and evolving energy transition goals. The speakers – Ines Baca de la Piedra (Echecopar, Lima), Todd Crider (Simpson Thacher & Bartlett, New York City, NY), Thais Garcia (Clifford Chance, New York City, NY), Marta Jara (Ventus, Montevideo), and Juan Mackenna (Carey, Santiago) – provided perspectives shaped by distinct local needs and capabilities.

Todd Crider opened the discussion by highlighting the issue of stranded capital resulting from cancelled US tax credits, the resulting litigation, and the re-pricing of energy assets. He flagged broader geopolitical risks – including vulnerabilities at chokepoints such as the Strait of Hormuz – and noted what he characterised as a perceived decline in the United States’ role as a stabilising force in global energy markets. Juan Mackenna emphasised the importance of tailoring energy policy to national realities, using Chile as an example where priorities centre on substituting costly imported fuels and leveraging the country’s abundant renewable resources.

Thais Garcia discussed the rising electricity demand driven by data centres and the competitive advantage that Latin America’s cleaner energy matrix offers to attract investment. She stressed that battery storage and self-production are near-term priorities for the region, given the intermittency challenges of renewable generation. Ines Baca de la Piedra pointed to the Transportadora de Gas del Perú (TGP) pipeline rupture in Peru as evidence of infrastructure vulnerability, describing the resulting shift to diesel generation and higher energy prices, while highlighting Peru’s significant potential to scale renewable energy capacity.

Marta Jara addressed the long-term prospects for hydrogen and other clean technologies, noting that while hydrogen represents a potentially transformative opportunity, it faces near-term technology and supply-chain risks. She observed that Asian manufacturers – particularly Chinese companies – enjoy advantages in manufacturing scale that Western competitors have yet to match. The panel’s overall conclusion was that the energy transition will be uneven and context-specific, requiring diversified infrastructure, tailored regulatory frameworks, investment in storage and renewables, and legal strategies that protect assets while enabling sustainable energy development.

Breakout session 8: Sector focus – infrastructure

Rapporteur: Tiago Eler, Pinheiro Neto, São Paulo

Co-chaired by Fabiola Cavalcanti (Araujo e Policastro, São Paulo), this session examined the evolving dynamics of infrastructure investment in Latin America. The panel comprised Larissa Sabino (Pátria Investimentos, São Paulo), Anna Martini G Pereira (Willkie Farr & Gallagher, New York City, NY), Juan G Giraldez (Cleary Gottlieb Steen & Hamilton, São Paulo), Ignacio Imas Innella (IDB Invest, Bogota), and Eduardo Rodriguez-Rovira (Uría Menéndez, Madrid).

Larissa Sabino, invited as a non-lawyer expert in private equity investment, opened by noting that Latin America continues to present a substantial infrastructure gap requiring sustained, long-term capital deployment. She observed that investment activity has become increasingly selective, with capital allocation driven primarily by regulatory predictability, asset quality, and the limited depth of local capital markets. A structural shift is underway, she explained, from greenfield projects towards operational assets in the secondary market. This trend reflects maturating of infrastructure as an asset class and offering greater liquidity and more predictable cash flows.

Ignacio Imas Innella noted that multilateral institutions remain instrumental in enabling project financing and execution, although their participation typically entails higher costs of capital and reduced contractual flexibility. Juan Giraldez explained that transaction structures have become more complex, often involving multiple layers of capital – private equity, private credit, multilateral funding, and traditional bank financing – combined with multi-jurisdictional documentation and bespoke contractual arrangements. This evolution has raised expectations around financial discipline, with projects increasingly required to meet investment-grade standards in governance, transparency, and risk management.

The panel identified regulatory and concession-related risks as the primary concern for investors, with the future conduct of granting authorities representing the central risk vector. Sabino emphasised that comprehensive regulatory due diligence has become critical, alongside rigorous assessments of contractual resilience and the availability of economic rebalancing mechanisms. The speakers discussed representations and warranties insurance, noting that while it has gained traction as a risk mitigation tool, it remains complementary and does not replace thorough due diligence, particularly given its limited coverage of core risks such as regulatory exposure.

Looking ahead, the speakers agreed that external advisors should position themselves to capture increased demand for legal advisory in infrastructure M&A, particularly in secondary market transactions, while leveraging regulatory and concession expertise as a key competitive differentiator. The growing complexity of investment structures presents opportunities to advise on sophisticated, multi-jurisdictional transactions and to deepen relationships with institutional investors and regional platforms.

Breakout session 9: Sector focus – natural resources

Rapporteur: Elias Tarbay, LEĜA, Caracas

Co-chaired by Camila Goldberg (BMA, Rio de Janeiro) and Barbara Ramperti (Marval O’Farrell Mairal, Buenos Aires), this session explored how geopolitical shifts, the energy transition, and regulatory complexity are reshaping investment decisions and M&A activity in natural resources. The speakers – Werner Federico Ahlers (Sullivan & Cromwell, New York City, NY), Maria Victoria Garabato (Posadas, Montevideo), Maria-Leticia Ossa Daza (Paul Weiss Rifkind Wharton & Garrison, New York City, NY), Luis Carlos Rodrigo (Rodrigo Elias & Medrano, Lima), and France Tenaille (Gowling WLG, Toronto) – provided a multi-jurisdictional perspective on the forces driving deal-making in the sector.

Ahlers set the scene from a US-facing cross-border M&A perspective, distinguishing between oil and gas activity – concentrated in Brazil and Argentina – and the mining sector, which he characterised as the epicentre of current deal momentum across the region. Mining M&A has been on a sustained upswing for several years, driven by macro fundamentals and the energy transition, particularly the anticipated supply-demand gap for minerals such as copper. Geopolitical competition, he argued, is re-rating risk across regions and making Latin America comparatively more attractive than higher-risk jurisdictions. Tenaille offered a complementary lens shaped by Canada’s historical role as a major source of mining capital, noting that the competitive landscape has been transformed by China’s long-term planning, higher risk tolerance, and integrated financing capabilities.

Ossa Daza expanded on how supply chain security and geopolitical alignment are translating into legal constraints and transaction conditions, explaining that investors now evaluate not only a project’s geology and economics but also whether it sits within a supply chain architecture acceptable to key Western stakeholders. This ‘security overlay’ is influencing M&A negotiations, financing documentation, and commercial arrangements. Rodrigo addressed investment protection structures, describing how investors increasingly seek '’defensive architecture’ at the structuring stage. He also raised the growing challenge of illegal mining, which he characterised as a material investment risk capable of reshaping permitting, social conflict dynamics, and the stability of mining titles.

Garabato addressed the impact of permitting uncertainty on transaction and financing structures, emphasising that permitting increasingly defines transaction timelines, conditions precedent, and lender risk appetite. Lenders have become more conservative, frequently requiring key environmental and construction-related permits to be fully obtained before closing or fund release. The speakers converged on the renewed prominence of joint ventures – including 50/50 structures – as a pragmatic solution to capital intensity, risk allocation, and the need for shared operational capabilities in an era of scarce large-scale, near-production assets.

The session concluded that natural resources investment in Latin America is entering a new era defined by strategic competition, supply chain security, and regulatory execution risk. Governments are increasingly central actors – as screeners, financiers, and strategic partners – and deal structures are adapting accordingly. While these trends create greater complexity, they also generate significant opportunities for investors able to align with emerging policy priorities and design robust governance and protection structures for long-duration projects.

Breakout session 10: Sector focus – technology, Fintech and the digital economy

Rapporteur: Federico Piano, Guyer & Regules, Montevideo

Co-chaired by Carlos del Río (Creel Garcia-Cuellar Aiza y Enriquez, Mexico City) and Victoria Funes (Bomchil, Buenos Aires), this session provided a comprehensive discussion on the evolution of Fintech, crypto, and digital markets in Latin America, with a particular focus on how regulatory developments are reshaping business models and M&A dynamics. The speakers – María Shakespear (Beccar Varela, Buenos Aires), Tomás Neiva (Mattos Filho, São Paulo), Juan Pablo González Mejia (Esguerra Asesores, Bogota), Mariano Batalla (Alta, San Jose), and Cristina Quintero (Polsinelli, Miami, FL) – offered jurisdiction-specific insights while converging on broader regional trends.

Shakespear opened the discussion by describing Argentina’s significant acceleration in regulatory activity, with authorities moving to regulate virtually all Fintech verticals including payments, lending, and crypto. She emphasised the introduction of a more robust framework for virtual asset service providers and noted the growing relevance of crypto in Argentina, driven by macroeconomic conditions such as inflation and foreign exchange restrictions. Neiva then characterised Brazil's trajectory as a transition from a highly innovation-friendly regulatory environment to a more conservative and structured approach. New licensing requirements, higher capital thresholds, and broader regulatory oversight are making it significantly more expensive to operate Fintech businesses, driving a wave of consolidation as smaller players struggle to meet regulatory demands.

González provided the Colombian perspective, noting that the country remains at an earlier stage of regulatory development with a more flexible approach which has allowed the Fintech sector to flourish in the context of financial inclusion. He highlighted key developments including the introduction of open data frameworks and real-time payment systems inspired by Brazil’s PIX. On crypto, he identified stablecoins as the most relevant current use case, particularly in remittances and cross-border transactions. Batalla offered a regional view from Central America, characterising the regulatory landscape as a ’wild west’ where innovation often outpaces legal frameworks. He identified key M&A trends including acquisitions of payment networks, minority investments by banks in Fintech companies, and growing interest in fraud prevention technologies.

Quintero provided a comparative perspective from the United States, noting that while Fintech in Latin America emerged primarily to address financial inclusion gaps, in the US it developed to optimise an already sophisticated financial system. She observed that as regulation increases in Latin America, the gap between the two regions is narrowing, with Fintechs increasingly integrating into traditional financial infrastructure. She warned that Latin American Fintechs often underestimate the complexity of the US regulatory environment when expanding northwards.

A consistent theme across all interventions was that Latin America’s Fintech sector is transitioning from rapid, innovation-driven growth to a phase characterised by greater maturity, regulatory oversight, and integration with the traditional financial system. As Victoria Funes summarised, Fintechs and banks are increasingly interacting through acquisitions, partnerships, and integration strategies, while crypto and tokenization continue to gain relevance despite uneven regulatory approaches. The future of Fintech in the region will be shaped by the delicate balance between fostering innovation and ensuring stability.

General counsel roundtable: the role of lawyers in building a better society – pro bono, ESG

Rapporteur: Mónica Mora, Basham, Ringe y Correa, Mexico City

Co-chaired by Maricarmen Plata (Anzola Robles & Asociados, Panama City) and Jose Visoso (Galicia, Mexico City), this closing roundtable explored the transformation of the legal function, particularly the evolving role of general counsel from technical advisors to strategic leaders embedded within business decision-making. The speakers – Augusto Aragone (Ingram Micro, Miami. FL), Marie Clare Le Chevalier (Accenture, Buenos Aires), Sebastián Palacios (Microsoft, Santiago), Laura Kotsachis (Danone, Montevideo), and Alejandro A Rubilar (JP Morgan, Santiago) – examined ESG and pro bono as key drivers of this evolution.

Aragone provided a US and global perspective on ESG, noting that it is increasingly subject to scrutiny and, in some cases, scepticism – particularly where it is perceived as detached from core business priorities. He emphasised that in-house legal teams play a critical role in navigating these tensions and ensuring that ESG commitments are embedded into governance and decision-making processes. Kotsachis addressed the shift from legal departments acting as support functions to becoming active participants in shaping ESG strategies, driven by increased regulatory pressure and stakeholder expectations. She emphasised the importance of measuring impact, noting that credibility depends on demonstrating tangible outcomes rather than relying on narrative alone.

Palacios focused on the role of artificial intelligence as both an opportunity and a risk for ESG and pro bono initiatives. He highlighted that AI could serve as a force multiplier, enabling scalability and efficiency, but cautioned that it raises important questions around bias, accountability, and governance. He emphasised the role of legal teams in establishing frameworks for the responsible use of AI. Chevalier addressed the credibility challenge, observing that while ESG and pro bono are increasingly present in corporate messaging, not all initiatives translate into meaningful change. She stressed the importance of distinguishing between substantive impact and reputational positioning.

Rubilar offered practical perspectives on pro bono initiatives, sharing insights from JP Morgan’s approach at both global and local levels. He emphasised that successful pro bono programmes require strong governance structures, clear objectives, and alignment with broader organisational priorities. He also highlighted the importance of partnerships with law firms, noting that collaboration enhances impact but requires clear expectations and shared commitment.

The discussion converged on the central importance of trust as a source of influence. Legal teams that build strong internal relationships and position themselves as reliable advisors are more likely to shape strategic decisions. The panel also emphasised that long-term impact depends on embedding ESG and pro bono efforts into governance frameworks, as initiatives relying solely on individual leadership are less likely to endure. The session’s overarching conclusion was: that the legal function is undergoing a fundamental transformation, with ESG and pro bono central to this evolution; but their effectiveness depends on credibility, governance, and the ability of legal professionals to build trust and influence decision-making at the highest levels.

Conclusion

The conference in Punta del Este offered a compelling portrait of a region at a point of inflection. Across 12 sessions spanning three days, a set of interconnected themes emerged that together define the current landscape – and the near-term trajectory – of M&A practice in Latin America.

First, geopolitics has moved from the periphery to the centre of deal-making. Whether in the plenary session’s discussion of shifting capital flows, the natural resources panel’s analysis of supply chain security, or the China investment session’s exploration of long-term strategic positioning, speakers consistently emphasised that political considerations now shape not only which deals get done but how they are structured, priced, and executed.

Second, regulatory complexity is increasing across the region. From antitrust scrutiny that extends closing timelines to new Fintech licensing requirements that drive consolidation, from infrastructure concession risks that demand sophisticated due diligence to energy sector policy shifts that strand capital – practitioners face an environment in which regulatory navigation is no longer a supporting function but a core competency.

Third, technology, and in particular, AI, is transforming both the practice of law and the sectors in which lawyers advise. The conference revealed a profession grappling honestly with what AI means for training, billing, quality control, and the fundamental nature of legal work, while simultaneously advising clients in sectors where technological disruption is the central business reality.

Finally, the conference underlined the enduring importance of the human dimensions of practice: trust, relationships, credibility, and the willingness to provide advice that is not merely technically correct but genuinely useful. From Alejandra Flah’s memorable caution against advice that is ‘legal but not useful’ to the General Counsel Roundtable’s emphasis on trust as the foundation of influence, speakers returned repeatedly to the proposition that excellent lawyering requires engagement beyond the strictly legal.

Latin America continues to present both extraordinary opportunity and significant complexity. The reports compiled here attest to a legal community that is meeting these challenges with sophistication, candour, and a forward-looking perspective. We hope these accounts serve as a useful resource for IBA members and the broader international legal community.

Acknowledgments

This article was compiled and edited by Mariano Batalla (Alta, San José), who coordinated the Young Council Rapporteurs Programme for the conference. The individual session reports were prepared by the following Young Council rapporteurs, whose dedication and diligence made this compilation possible:

Maria Laura Bolatti Cristofaro (Marval O'Farrell & Mairal, Buenos Aires) — Plenary Session

Luis H Moreno IV (Alfaro, Ferrer & Ramirez, Panama City) — Technology, AI and M&A

Verónica Franco (Ferrere, Asunción) — Cross-Border M&A

Roxana Schäfer (Galicia, Mexico City) — Antitrust and Competition Law

Johann Hartleben (Legalsa, Guatemala City) — Investments Coming from China

Diego Gallegos (Arias, Costa Rica) — Energy

Tiago Eler (Pinheiro Neto, São Paulo) — Infrastructure

Elias Tarbay (LEĜA, Caracas) — Natural Resources

Federico Piano (Guyer & Regules, Montevideo) — Technology, Fintech and the Digital Economy

Mónica Mora (Basham, Ringe y Correa, Mexico City) — General Counsel Roundtable

The IBA Young Council Rapporteurs Programme provides emerging lawyers with the opportunity to attend and report on conference sessions, contributing to the dissemination of knowledge within the international legal community.