Clients highlight her attention to detail, saying: "She is a brilliant, sensible and detail-oriented lawyer with in-depth technical knowledge who always brings valuable insights to the table. "
Chambers Latin America, ed. 2018

Overview

Débora Yanasse is a partner in the Corporate and M&A practice of Tauil & Chequer Advogados. Since 2002, Débora has focused on representing clients in the Brazilian power industry in all segments – generation, transmission, distribution, trade and consumption –  regarding regulatory, contractual and corporate matters, including assistance in: (i) drafting and negotiating complex contracts for implementation and development of projects, such as engineering, procurement and construction agreements (EPCs), transmission and distribution grid connection and use agreements (CCTs, CUSTs, CCDs and CUSDs), power purchase agreements (PPAs), fuel supply agreements (FSAs), gas supply agreements (GSAs), emission reduction purchase agreements (ERPAs), operation and maintenance agreements (O&Ms), among others; (ii) administrative proceedings and representation with government and regulatory entities (MME, ANEEL, ONS, EPE, CCEE and State agencies); (iii) public and private bids; (iv) mergers and acquisitions; (v) arbitration and court litigation involving complex regulatory matters; and (vi) project finance. Débora also works in other infrastructure projects, particularly in the oil & gas, telecom, port, mining, metallurgy, toll road and real estate industries, in Brazil and abroad.

Débora joined the firm in 2008. Previously Débora worked at Mattos Filho, Veiga Filho, Marrey Jr. & Quiroga Advogados from 2002 to 2008. In 2012, Débora worked as an intern for the Inter-American Development Bank (IADB), in Washington, D.C., where she worked on energy and infrastructure project financing for Latin America, and also worked as a foreign associate at the Mayer Brown New York office.

Spoken Languages

  • Portuguese
  • English

Experience

  • Representing a multinational energy company in a subordinated financing of a BRL 5 billion gas thermo power project associated with a port infrastructure for importation and regasification of GNL in the State of Sergipe.
  • Representing a solar power generation company in drafting and negotiating several equipment supply agreements in connection with large-scale solar power generation projects in the State of Bahia and Ceará.
  • Representing an alumina multinational company in the structuring and development of a project consisting in the importation and regasification of LNG, in partnership with a multinational oil and gas company, for consumption in a refinery and a thermo power plant.
  • Representing a construction multinational company in the renegotiation of an EPC Contract related to an FPSO of Petróleo Brasileiro S.A. – Petrobras.
  • Representing a chemicals multinational company in the structuring of a power self-production project based on biomass renewable power generation.
  • Representing three free customers in arbitrations against a power generation company, owner of a hydro power plant with delayed construction schedule, regarding breaches under power purchase agreements.
  • Representing an investment fund in the structuring of a solar distributed generation project with a group of final customers.
  • Representing a free customer in a lawsuit for the receipt of credits from CCEE.
  • Representing a free customer in an arbitration against a power trader related to the breach of a power purchase agreement.
  • Represented an energy multinational company in a complex cross-border transaction involving the acquisition of several upstream, midstream, downstream and power assets from Petróleo Brasileiro S.A. – Petrobras, in the amount of, approximately, USD 2.2 billion, including the acquisition of two operational gas thermo power plants, whose acquisition will be preceded by an assets drop down and the execution of several agreements to ensure the technical, operational, administrative and financial autonomy of such assets.
  • Represented a renewable energy multinational company in its participation in the 2017 A-4 Auction in consortium with a multinational equipment supplier for the development of a large-scale solar power generation project in the State of Mato Grosso do Sul.
  • Represented an LNG international supplier in certain regulatory matters in connection with its LNG supply agreements for LNG-to-power projects participating the 2017 A-6 Auction.
  • Represented an multinational energy company in certain regulatory matters in connection with its participation in the 2017 A-6 Auction with an LNG-to-power project in the State of Pernambuco.
  • Represented a power transmission company in the acquisition of seven operational power transmission concessionaires, whose controlling company is under a judicial restructuring process.
  • Represented a power transmission company in the acquisition of an operational power transmission concessionaire.
  • Represented a multinational equipment manufacturing company, as guarantor, in a bridge loan for the construction of fourteen wind farms with installed capacity of 358.8 MW and investment of, approximately, BRL 1.8 billion.
  • Represented a multinational equipment manufacturing company in the potential equity acquisition in a special purpose company, owner of a gas thermo power project associated with a port infrastructure for importation and regasification of GNL, with installed capacity of 1,515 MW and investment of, approximately, BRL 5 billion.
  • Represented a multinational FSRU company in the review of a time charter agreement and related agreements and in regulatory and tax matters in connection with two thermo power plants associated with port infrastructures for importation and regasification of GNL, with total installed capacity of 2,476 MW, and investment of, approximately, BRL 10 billion.
  • Represented a power group in a private bidding process for the acquisition of shares of a power distribution concessionaire in the amount of, approximately, BRL 1.7 billion.
  • Represented a renewable power generation company in the potential acquisition of two operational wind farms in the amount of, approximately, BRL 300 million.
  • Represented a civil construction group in the drafting and negotiation of EPC and O&M Contracts of nine special purpose companies, with total installed capacity of 270 MW, in the State of São Paulo, winners of the Reserve Energy Auction, in the amount of, approximately, BRL 1.2 billion.
  • Represented a silicon company in the risk analysis in connection with a power purchase agreement under a private bidding process carried out by Furnas Centrais Elétricas S.A.
  • Represented a multinational oil and gas company in its withdrawal from a consortium contracted by Petróleo Brasileiro S.A. – Petrobras for the construction of an FPSO.
  • Represented a civil construction group in the conclusion of the sale of two power transmission concessionaires to State Grid Brazil Holding, within a transaction that involved seven power transmission concessionaires in the total amount of, approximately, BRL 1.86 billion.
  • Represented a civil construction company in all phases of the 2016 Power Transmission Auction up to the execution of the power transmission concession contracts.
  • Represented a consortium in its participation in the 2015 and 2016 Reserve Energy Auctions for the contracting of power from solar power plants in the State of Bahia, with an investment of, approximately, BRL 160 million.
  • Represented two financial institutions in the risk analysis of two gas thermo power plants projects associated with port infrastructures for importation and regasification of GNL, with total installed capacity of 2,476 MW, and investment of, approximately, BRL 10 billion.
  • Represented a North-American services company in the analysis of the validity and enforceability of limitation of liability clauses in seven different jurisdictions in Latin America and Europe.
  • Represented a renewable energy generation company in the drafting and negotiation of preliminary agreements for the construction of three solar power plants in the State of Bahia, with installed capacity of 90 MW, during the pre-auction phase.
  • Represented companies of a steel group in an arbitration in connection with the unconstitutionality of a retroactive enforcement of a rule issued by Aneel related to power purchase agreements executed prior to such rule.
  • Represented a power group in the potential acquisition of two special purpose companies, owners of two operational hydro power plants.
  • Represented a power group in the potential acquisition of several special purpose companies, owners of thirteen operational wind farms, four operational hydro power plants, thirteen wind farms under construction and a power trader from a Brazilian construction company.
  • Represented a financial institution in a transaction involving the acquisition of the totality of the shares of a company, owner of gas production and power generation assets, in the amount of, approximately, BRL 626 million.
  • Represented a financial institution in the equity acquisition of a company, owner of seven wind farms in the State of Bahia, in the amount of BRL 155 million.
  • Represented a Chinese oil company in the early termination of a contract for the construction of a refinery entered into with Petróleo Brasileiro S.A. – Petrobras.
  • Represented a civil construction company in the analysis of claims related to the construction of an FPSO for Petróleo Brasileiro S.A. – Petrobras.
  • Represented a power generation company in the negotiation of the construction agreement of one of the largest hydroelectric plants in Brazil, with capacity to generate around 3,000 MW, involving more than BRL 2 billion.
  • Represented a North-American financial institution in two loans to Petróleo Brasileiro S.A. – Petrobras in the total amount of USD 1.5 billion.
  • Represented a power trader in the drafting of its templates of power purchase agreements.
  • Represented a consortium in the negotiation of all agreements related to the implementation of a hydroelectric plant, with capacity to generate around 1,000 MW, involving more than BRL 1 billion.
  • Represented a power generation company in the renegotiation of wind turbine supply agreements for two wind farms, as well as in the negotiation of the operation and maintenance agreement for one of the wind farms and the oil supply agreement for other six thermoelectric plants.
  • Represented a power generation company in all contractual arrangements related to the implementation of its biomass (elephant grass) thermoelectric plant, with capacity to generate 30 MW, involving more than BRL 100 million.
  • Represented a power generation company in the negotiation of a wind turbine purchase agreement, involving BRL 200 million.
  • Represented several power traders and free customers in connection with drafting and negotiating power purchase agreements and other related agreements.
  • Represented an association responsible for settlement of all power transactions in Brazil in arbitration and litigation proceedings  regarding regulatory issues.
  • Represented a power generation consortium in the coordination of a legal due diligence process and in the restructuring of the supervision over construction contracts.
  • Represented a power generation company in the analysis of the Brazilian regulatory aspects related to the merger of the controlling company into a foreign power company.
  • Represented a power generation company in the negotiation of a construction agreement for one substation and one transmission line for a small hydro plant.
  • Represented a power trader in the potential acquisition of an energy consulting company.
  • Represented a financial institution in the acquisition of wind power generation projects.
  • Represented a power distribution company in several corporate and regulatory matters.
  • Represented a consortium in the negotiation of warehouse construction agreements.
  • Represented a Japanese tensile structure construction company in private procurements and negotiation of contracts for the construction of the stadiums’ roofs for the 2014 World Cup.
  • Represented an infrastructure company in the risk analysis of an EPC Contract for the construction of a toll road in the State of São Paulo.
  • Represented an Angolan state-owned company in the structuring and development of a submarine and terrestrial optical fiber network, involving more than BRL 600 million, including assistance during the private bidding process for the contracting of the project contractor and negotiation of the EPC Contract.
  • Represented a chemical company in the acquisition of chemical plants in the State of Bahia.
  • Represented a Japanese equipment supplier in the negotiation of an EPC Contract for the construction of a subway line in São Paulo.
  • Represented free customers in court litigation and arbitrations regarding disputes arising from power purchase agreements.
  • Represented a thermoelectric power generation company in the negotiation of claims with an equipment supplier.
  • Represented a thermoelectric power generation company in the risk analysis of a gas supply agreement, a gas distribution agreement and a gas infrastructure construction agreement.
  • Represented a solar power generation company in the negotiation of photovoltaic panel supply agreements.
  • Represented an oil & gas company in a slowdown and corporate restructuring process.
  • Represented a telecom company in legal proceedings regarding telecom regulatory matters.
  • Represented an international oil and gas company in compliance matters.

Education

Georgetown University Law Center, LLM

Faculdade de Direito da Universidade de São Paulo, Law degree (JD equivalent)

Admissions

Bar

  • Brazil

Memberships

  • Member, Brazilian Institute for Studies of Energy Law (IBDE)
  • Member, Electric Energy Special Committee of OAB/RJ (CEELE)
  • Lecturer on the Brazilian Regulatory and Tax Framework to the Development of Renewable Power Projects in the Solar Power Generation Summit 2014
  • Author, Client Updates and Newsletters on Power Regulation available at www.tauilechequer.com.br
  • Author, Questões Críticas para o Fortalecimento da Independência da ANEEL, in Temas Relevantes no Direito de Energia Elétrica – Tomo V, 2016
  • Author, Aspectos Regulatórios Relevantes dos Setores de Energia Elétrica e Gás Natural para o Desenvolvimento da Nova Matriz Hidrotérmica, in Temas Contemporâneos de Direito Administrativo, Econômico, da Infraestrutura e Regulatório, 2015
  • Author, Mitigation of risks in infrastructure construction agreements in Brazil, Global Reference Guide – Project Finance 2011, Financier WorldWide
  • Author, Challenges to the Development of Brazilian Infrastructure, Infrastructure Investor Infrastructure Law 2010
  • Author, 2010 Expectations for the power industry regulatory framework in Brazil, Financier WorldWide Energy and Utilities Sector 2010
  • Clients highlight her attention to detail, saying: “She is a brilliant, sensible and detail-oriented lawyer with in-depth technical knowledge who always brings valuable insights to the table.” - Chambers Latin America, ed. 2018, Chambers Global, ed. 2018
  • Débora Yanasse displays “extraordinary attention to detail.” - The Legal 500, ed. 2017