Nicholson y Cano

Carlos Marcelo Villegas



(54 11) 4872 1712




Extensive experience in Finance, Banking, Capital Market and Corporate. Serves as counsel to companies with an integral view on legal matters regarding their activities, focusing on funding in general, corporate and contractual financing. Participated in several financial transactions, both domestic and international, including capital market and M&A transactions. Also participated in many corporate reorganizations, debt restructuring and IPOs. Participated in several financial projects transactions, mainly in the energy sector. In the financial area, his job included: secured and non-secured line of credit; sovereign and sub-sovereign credits, leasing financing, structured financing; loan renegotiation and debt restructuring; real estate financing; securitization and investment funds; syndicated loans and issue of bonds and shares (IPOs). Counsel to important clients in the drafting and negotiation of documents related to corporate governance and regulatory compliance. As a consequence of the issuance of new corporate governance rules in 2001 under Executive Order 677/01 (currently Capital Market Act), served as counsel to several clients, assisting directors and senior managers in the adjustment of corporate structures to the new regulation. Extensive experience regarding (i) regulatory matters of financial institutions, working for Banks and brokers in the performance of the regulatory framework; (ii) Chapter 11 proceedings, especially in the area of extrajudicial restructuring (Extrajudicial Agreements); and (iii) regulation of public companies and public offerings; institutional investors’ rights and duties as shareholders of public companies.

Education and Recognitions


Lawyer and BS in Economic Sciences. School of Law and Economic Sciences, University of Buenos Aires (1987).

Master in Finance. University of CEMA (UCEMA) (1998)

Recognitions and Memberships

Award: “40 under 40”, Latin Lawyer Award (2003).

Member of the International Bar Association and Global Law.

Academic and Professional Experience

Professor of Banking Law at ESEADE (2003); Capital Market at UCA (2003), Financing Law at San Andres University (2004) and Corporate Governance at UCEMA (2005).

Counsel to the Ministry of Economy of the Republic of Argentina.

Former Vice President of the Center for Financial Stability (CEF) in Argentina, a think tank related to the Financial Stability Forum. It is a nonprofit think tank that does not belong to any political party focused on the modernization of financial services in Argentina.

Former member of the board of directors of Nortel Inversora S.A. (controlling company of Telecom Argentina Stet-France Telecom) as independent director and also member of the auditing committee of Banco Comafi S.A. and Argenclear.

Served as counsel to the Ministry of Economy of the Republic of Argentina and the Securities and Exchange Commission (1989-2001). Led the government’s legal team regarding legislative reforms in 2001 on capital market and corporate governance (Executive Order 677/01 and regulations of the Securities and Exchange Commission implementing said Executive Order).

Relevant Experience

Advised YPF S.A. regarding the first funding project of Shale Gas in Argentina: YPF- Dow Chemical – “El Orejano Alumine Block Project – Vaca Muerta Basin – Project Financing U$S102 MM (2013-15);

Advised YPF S.A. regarding the first funding project of Oil Shale in Argentina: YPF – Chevron “Loma Campana” Block Project – Vaca Muerta Basin – Joint Venture U$S1.6BN+ (2013-15);

Advised YPF in the issue of preferred securities with variable interest payable in 2018 U$S 150 MM (2013).

Advised YPF S.A. regarding a Secured Loan Agreement with Citibank for U$S 100 (2013).

Advised San Miguel; Ledesma: MSU S.A.; Don Mario S.A. regarding public offering of corporate bonds under the global program for the issue of corporate bonds in domestic capital markets (2010/2015).

Participated in counseling to Britos Family in the sale of 100% of stock of Rincon de Anta S.A. (2011/2012);

Advised Inversora Juramento S.A. as regards the domestic offer of Stock (IPO) in Argentina (2010);

Advised ABN AMOR BANK N.V. and STANDARD BANK for the execution of a loan agreement for import and construction U$S 40 Billion (2008).

Advised Citigroup and ABN Amro to carry out a restructuration of corporate bonds: public exchange offering of Banco Hipotecario S.A. for an amount of U$S S900 million. (2004/2005)

Advised Sancor Cooperativas regarding debt restructuring agreements (2005);

Advised a bank consortium directed by JP – Morgan, in the second stock offering of Telecom Argentina Stet-France Telecom S.A. (1999).

Advised Comafi and Salomon Brothers Inc regarding the second accelerated placement of YPF S.A. stock for an amount of $ 988 million, a “block operation” directed by Salomon Brothers Inc., the largest offering related to YPF’s privatization in Argentina (1997).

Advised Impsat regarding its stock issue (IPO) (1996).

Advised Impsat S.A. in the execution of agreements with Nortel Networks and Lucent Technologies for the construction of a data transmission network through South America. (1995).

Advisor of several Banks, domestic and international, ADEBA (national association representing the majority of banks in the country) and UAFJP (Pension Funds Association) such as: Banco Crédito Argentino (1994/1995); Hamilton Bank N.A.; Banco Bansud S.A. (1995/1996); Banco Tokyo-Mitsubishi (Since 1996); Banco Comafi S.A., member of the supervisory committee (1992/2001). Advisor of Banco Tornquist. (1995/1997).


“Corporate Bonds” (Buenos Aires, Astrea Ed., 1993);

“Crossborder Financing and Access to Equity Funds in Globalizing of Capital Markets” (London, Kluwer Law International Ed., 1996);

“Legal Aspects of Corporate Finance” (Madrid, Dykinson Ed., 2001).

“Administrative Procedures in Capital Market” Chapter 34, page 1276 in “Special Administrative Procedures”, Volume IV. LA LEY, (Co Author). Director (Pozo Gowland-David Halperin-Oscar Aguilar Valdez-Fernando Juan Lima- Armando Canosa).