Energy & Climate Change

Climate change and the urgent need to reduce greenhouse gas emissions have brought significant challenges to the global energy sector.

Energy matrices are transforming and adapting, prompting various actions and policies aimed at an energy transition that guarantees the decarbonization of the economy, as well as compliance with the Paris Agreement and the Sustainable Development Goals.

Colombia is no stranger to this transformation and is emerging as a key leader in the energy transition in the region. In recent years, the country has led significant efforts from the public and private sectors to promote the integration of renewable energy into the electricity grid and the use of more environmentally friendly fuels. This has made it possible to identify Colombia’s
significant potential in mining, hydrocarbon, and renewable resources, as well as the challenges that the electrification of the economy poses to the business and government ecosystem in social, environmental, regulatory, technological, and investment matters. 

These challenges must be addressed in such a way as to achieve environmental and sustainability objectives, ensuring the reliable and efficient provision of public services in the country, in a legally stable and secure investment environment. Along the way, CMS Rodríguez-Azuero has advised both the Colombian government and major private sector players, both domestic and international, on the structuring, design, and implementation of energy sector projects. 

The firm has played a significant role in shaping the regulatory framework applicable to the energy industry in Colombia as advisors to the Ministry of Mines and Energy, the National Hydrocarbons Agency, and the Superintendency of Residential Public Services. It has also advised key sector players such as XM, Grupo de Energía de Bogotá, Promigas, Transportadora de Gas
Internacional, among others, on various matters and projects of particular importance to the country’s energy sector.

At CMS Rodríguez-Azuero, we understand the current state of the Colombian energy sector and have a multidisciplinary, specialized, business-focused team with extensive experience in various fields, including utilities, electric power, fuel gas, hydrocarbons and their derivatives, the environment, and mining. In addition, the Firm has other specialized areas that allow us to offer comprehensive and specialized solutions at each stage of our clients’ energy projects. The Firm frequently provides advice on project financing, mergers and acquisitions, tax, corporate, and sanctioning matters, and litigation, among other relevant matters.

Finally, in CMS’s Energy & Climate Change practice, the Firm boasts one of the largest practices in the world, with more than 450 lawyers worldwide, including nearly 100 partners, allowing us to provide our clients with support across more than 43 jurisdictions.

Our advice includes, among others, the following:

• Public services law advice for compliance with the general regime applicable to public service providers in Colombia.
• Due diligence of energy projects in the gas, electricity, hydrocarbon, and mining subsectors on regulatory, environmental, tax, and corporate matters, among others, relevant to applicable regulatory and legal compliance, as well as for M&A transactions.
• Advice on legal and regulatory matters related to the environment, social, and environmental matters, prior consultation, and licensing.
• Review, structuring, and negotiation of contracts for the supply, transportation, and marketing of minerals, hydrocarbons, fossil fuels, and electric power, and other contracts for the development, construction, operation, and maintenance of industry projects.
• Support in the preparation of comments and analysis of regulations and standards related to electric power, fuel gas, mining, and hydrocarbons, and their impact.
• Consulting, support, and representation of clients in the selection processes for contractors and investors in the energy sector, whether led by public or private entities.
• Support and advice on relations with competent authorities such as the Energy and Gas Regulatory Commission (CREG), the Superintendency of Residential Public Services (SSPD), the Ministry of Mines and Energy (MME), the Mining and Energy Planning Unit (UPME), the National Hydrocarbons Agency (ANH), the National Environmental Licensing Agency (ANLA), the National Hydrocarbons Agency (ANM), and Regional Autonomous Corporations, among others.
• Consulting on the preparation, review, and negotiation of term sheets, credit agreements, advance payment agreements for oil production and supply, and other documents to be signed with financial and non-financial entities, processing of letters of credit and bank guarantees, and other matters related to the financing of industry projects. Advice on the preparation of land and property title studies and cadastres required for industrial projects, and assistance in obtaining licenses, permits, and/or authorizations from urban curators or any other competent entity.
• Advice on the interpretation and application of tax, customs, and foreign exchange regulations related to the ordinary course of business of companies in the energy sector, tax planning, and optimization of tax matters.
• Incorporation, management, and administration of companies, branches, and special-purpose vehicles for the development of energy projects.
• Judicial and extrajudicial representation in litigation before contentious-administrative and ordinary jurisdictions, arbitration proceedings, and in sanctioning proceedings before other competent authorities such as the Superintendencies of Residential Public Services, Industry and Commerce, and Companies, environmental and mining authorities, among others.

Areas of expertise

Electrical energy

— Consulting on regulatory matters related to electric power, for conventional and renewable sources, in all complementary activities of the public electric power service.
— Structuring, review, and negotiation of electric power generation, cogeneration, and self-generation projects, connection contracts, energy supply contracts, PPAs, EPCs, and others for the development of electric projects.
— Support for client participation in reliability charge auctions, long-term contracts, and other auctions.
— Consulting and support for obtaining tax benefits and tax planning for projects with non-conventional renewable energy sources (FNCER).

Fuel Gas

— Consulting on regulatory matters related to fuel gas, for natural gas, compressed natural gas (“CNG”), liquefied natural gas (“LNG”), and liquefied petroleum gas (“LPG”), in all complementary activities of the fuel gas public service.
— Structuring, review, and negotiation of infrastructure use and access agreements, connection, open season, gas supply through networks and virtual pipelines, among others, for the development of energy and gas projects.
— Review, structuring, and support of joint operating agreements (JOAs), contracts specific to the operation (construction of CPFs, drilling services, EPCs, BOMTs, comprehensive operating services, etc.), Farm Out and Farm In Agreements, among others, for the development of hydrocarbon projects.
— Support for the acquisition or disposition of interests in E&P contracts.
— Advice on legal matters applicable to the fuel distribution chain.
— Consulting, support, and representation of clients in hydrocarbon exploration and exploitation block award processes.
— Consulting for the construction, expansion, purchase, transfer, and/or sale of infrastructure and facilities for the transportation, distribution, and marketing of hydrocarbons.

Environmental

— Advice on legal and regulatory matters related to socio-environmental matters and support in environmental requirements.
— Management and processing of environmental licenses, permits, and authorizations before the competent national, regional, and local authorities.
— Monitoring, management, diagnosis, analysis, and legal and technical environmental evaluation for compliance with environmental requirements and obligations.
— Identification and assessment of socio-environmental risks in our clients’ projects for environmental risk prevention.

Mining

— Advice on mining regulatory matters.
— Assistance in transactions involving mining titles, the supply of minerals and metals, the contracting of goods and services for mining projects, and the structuring of guarantees.
— Due diligence processes regarding the legal compliance of mining titles.
— Assistance in procedures, applications, and requirements before the National Mining Agency (ANM) and the Government of Antioquia, as well as in the defense of environmental sanctioning proceedings for mining projects before the National Environmental Licensing Agency (ANLA) and the various Regional Autonomous Corporations throughout the country.
— Legal representation in ordinary, contentious-administrative, and arbitration proceedings in the mining sector.