Over 500 M&A practitioners attended the Annual Mergers and Acquisitions in Latin America conference that was held on March 11-13 in Panama City.  The conference was co-presented by the International Bar Association Latin American Regional Forum and the International Bar Association Corporate and M&A Law Committee.  The event attracted lawyers from Latin America, the Caribbean and the U.S. who participated in more than 10 sessions covering diverse subjects of interest for M&A practitioners and business professionals interested in the region.

Cleary Gottlieb senior counsel Jaime El Koury participated in a panel entitled “Shareholder Activism Today. New Challenges in Latin American Deals” that discussed the state and trends of shareholder activism in the United States and potential impact of this development in shareholder behavior in Latin America.  The panel discussed the meaning of “shareholder activism” and the different forms it manifests itself  throughout the region.

Mr. El Koury presented a number of case studies involving U.S. companies and the efforts of certain of their shareholders to exert change, as well as the legal tools that are employed by stakeholders to influence or steer the direction of a company.  This prompted an interesting comparative debate about the extent to which Latin American jurisdictions differ from one another, and whether the shareholder activism seen in the U.S. would be likely to replicate itself in Latin America.

The panel explored the array of approaches that certain types of investors take when they intend to promote change in a target company.  For example, the panel touched upon the difference between the manner in which an institutional investor (such as a pension fund) acts versus the way in which hedge funds may pressure for change.  Among the co-panelists, Cleary Gottlieb alum and managing director of Cartica Capital, Mike Lubrano, shared his views from the perspective of an investor that focuses on actively working with management to maximize the value of its  investment, particularly in markets where public companies are still predominantly controlled by families.

The session then moved on to discuss recommendations suggested by the panelists to assist companies in preparing themselves for the arrival of “activist shareholders,” particularly by way of enhancing their corporate governance framework.

In addition to those mentioned already, participants in the discussion included:

  • Francisco Illanes from Cariola Diez Perez-Cotapos (Chile), as Co-Chair
  • Ramon Moyano from Estudio Beccar Varela (Argentina), as Co-Chair
  • Sergio Galvis from Sullivan & Cromwell (U.S.), as panelist
  • Alberto Rebaza from Rebaza Alcazar & De las Casas Abogados (Peru), as panelist
  • Marta Viegas from TozziniFreire (Brazil), as panelist

For additional details about the event, please click here.