Recent years have seen the restructuring and expansion of José de Mello’s investment interests including beyond Portugal’s own borders bringing new challenges for the legal team
Como Director de Asesoría Jurídica de José de Mello, uno de los mayores holdings familiares de Portugal, Luís Brito Goes ayuda a facilitar las inversiones en algunas de las grandes empresas del país, además de gestionar a las distintas empresas propias del Grupo. En los últimos años, se ha producido una reestructuración y los intereses del Grupo se han expandido más allá de las fronteras portuguesas, lo cual ha aportado nuevos retos al equipo legal.
As General Counsel at one of Portugal’s largest and most high-profile family holding companies, José de Mello, Luís Brito Goes’ legal team helps facilitate investments and shareholdings in some of the country’s largest companies, as well as managing a portfolio of majorcompanies in its own right.
“Over the past decade the legal team has grown from a single lawyer to around ten and our work has become increasingly more complex and inevitably more cross-border. Looking ahead we see international issues becoming an even more important element of what we do,” he says.
First established in the 1870s, the growth of José de Mello both reflects and characterises the social and economic development of Portugal itself. From relatively humble beginnings it evolved into Portugal’s most significant industrial and financial holding company, and still retains major stakes in leading motorway concessionaire Brisa, energy giant EDP – Energías de Portugal, and engineering group Efacec. The group has total assets of around €3.6bn.
That José de Mello remains a family-owned and controlled private entity can bring different challenges itself, says Luís Brito Goes.
“We have to ensure always that the family, the Board and the management of the companies we own and invest in all feel sufficiently comfortable with our abilities. We have to be entirely transparent in the ways in which we assist and facilitate differing needs and to be able to implement the strategies embarked upon.”
Over the past decade José de Mello has altered its investment strategy and diversified its business portfolio to concentrate along six core lines, says Brito Goes: infrastructure, energy, engineering, real estate (predominantly through José de Mello Imobiliário), health (José de Mello Saúd), and chemicals (Grupo CUF).
“The legal team has a relatively broad remit but we also now focus individuals towards specific business lines to better understand specific needs.”
Brito Goes has a predominant focus on M&A and capital markets issues as well as having oversight of legal matters generally, while other areas of emphasis within the team include tax – which he sees growing in importance – labour and commercial agreements. Much of the most recent workload has however focused around refinancing and restructuring the Group’s holdings, he says.
“José de Mello is a very active portfolio manager and there is a constant search for good opportunities to sell and even better opportunities to buy.”
The legal team inevitably also works alongside those of the publicly-listed companies in which José de Mello has interests, but the two sides remain entirely autonomous, he insists.
“As regards our day-to-day activity, we obviously have significant input into the activities of our own companies but otherwise take the position of mere shareholders in the listed entities in which we have stakes.”
Part of the refocusing of the Group’s portfolio has inevitably meant divestments, and recent years have seen José de Mello sell off remaining holdings in fuel shipping business Soponata, alternative energy company Finertec, and the reduction of its finance holdings including a significant stake in one of Portugal’s largest banks, Millennium BCP. All have been deals in which the in-house legal team has played a significant role.
But new acquisitions have also been made, including the expansion of the Group’s healthcare operation into Spain, with the €274m acquisition of a major stake in private health care provider Quirón Hospital Group.
Brito Goes may retain a preference for his former firm, Vieira de Almeida, for major domestic corporate and financial issues but insists he chooses external lawyers for their specific expertise, and also regularly uses Albuquerque & Associados and Serra Lopes Cortes Martins in Portugal, Garrigues and Araoz & Rueda in Spain, and Watson Farley & Williams in the UK.
“The clear value the in-house team brings is our understanding of the culture and aims of the Group, which feeds into our ability to better understand the broader strategy, so we tend to use external law firms only for major or very complex operations or where we lack specific skills,” he says.
Continuing economic uncertainty in Portugal will however continue to bring challenges, Brito Goes accepts, but also new opportunities at home and abroad.
“Our challenge is to pre-empt issues and to understand how outside events may have an impact on our businesses. Ultimately this means having either the skills in-house to react sufficiently quickly or to at least know where to find them externally.”