In the energy sector, where regulatory pressure, technical complexity, and financial demands coexist in every decision, the legal department can no longer limit itself to validation. Alberto Villanueva, Global Legal Counsel at SoEnergy International, proposes a more demanding role: intervening when the risk is not yet visible and translating it into a real impact for the business.

In this conversation, he explains why the true legal value lies not in reacting, but in anticipating, and how that ability defines the success – or failure – of increasingly complex projects.

“The legal department has the responsibility to question, and at the same time, to raise awareness about decisions.”

Alberto Villanueva places the legal role in an uncomfortable but necessary position. It’s not about supporting the business from the validation stage, but about intervening at the moment when the decision can still be corrected. And that point, in his experience, is not always obvious within organizations.

That’s why he emphasizes an idea that runs through his entire practice: lawyers must not only identify risks, but also make them understandable. “One of the most important tasks is to simplify the reasons behind something that might happen… and how it could affect the decision being made.” In other words, to translate legal concepts into real-world consequences.

This “awareness” exercise isn’t technical; it’s strategic. It involves bringing risk into the business realm, where decisions are made. Because, as he points out, “operations and sales will never see risk the way you do,” and that difference isn’t a problem in itself. The problem arises when it’s not managed.

At that point, the legal area ceases to be merely supportive and begins to act as a source of judgment.

From reacting to anticipating: the real change in the legal field

This logic also redefines the role of the legal department within the organization. Villanueva sums it up with a clear image: the lawyer is not there to intervene when the problem already exists.

“The work of the legal department will never be that of a firefighter.”

The approach, however, is different: to prevent fires. And, when prevention is not possible, to ensure that mechanisms exist to contain them. “If prevention is not possible, at least ensure there are enough fire extinguishers and alarms.”

This nuance is key, because it introduces an idea that is often overlooked: business can – and should – move forward, but not at any cost.

“Business always comes first… but it has to be legal.”

Not as a limitation, but as a condition for sustainability. Because in an environment like the energy sector, where margins are narrow and risks are cumulative, a poorly structured decision is not easily corrected later.

The real point of friction: when you don’t understand what you’re running

This approach becomes especially critical in the context of the energy transition, where the main challenge is not only regulatory, but operational.

For Villanueva, the most relevant friction today is not in the norm, but in the understanding of the technology.

“Friction arises when the technology is not fully understood, and this translates into poor project management.”

The expansion of solutions such as solar energy or storage systems has reduced barriers to entry, but it has also accelerated adoption processes that are not always accompanied by knowledge.

Companies with established experience in Oil & Gas are facing new technical dynamics where traditional assumptions no longer apply. “A turbine won’t work the same way as a solar tracker.”

When that learning curve is not managed in advance, the impact is directly transferred to execution: non-compliance, penalties, and loss of revenue.

“If the reaction is reactive instead of proactive… the project does not yield the expected results.”

That’s where the legal area once again plays a critical role: not in the technology itself, but in how decisions are structured around it.

The contract does not correct what was not thought of before

In international projects, especially in Latin America, this problem is amplified. And, according to Villanueva, it is rarely explained by a single factor. “It’s a mix of contract structuring and legal strategy,” he says.

On the one hand, the contractual structure—especially in processes involving state entities—leaves little room for adjustment once the process is underway. “It becomes an instruction manual,” he explains, where anything not defined in time can hardly be corrected later.

“Once you’re there, there’s no going back.”

On the other hand, the legal strategy introduces a more subtle risk: internal inconsistency. “You can have the best strategy, but if it isn’t implemented… the project will fail.”

Here, the problem is no longer legal, but organizational. The gap between what is designed and what is implemented.

More than clauses, understand where you are operating

In this context, legal protection cannot be achieved solely through better contracts. It requires understanding the environment in which those contracts operate.

Villanueva acknowledges the value of having robust clauses—especially in dispute resolution mechanisms—but introduces a key nuance: not all markets allow the same solutions.

“You won’t always have a client who wants to go to arbitration… or who can afford to.”

Regulatory differences impose concrete limits. The example of Brazil, with its recent restriction on forum shopping, reflects how the environment can redefine the available options.

“Things change from one country to another, even if we are similar.”

Therefore, the approach cannot be standardized. It requires local knowledge and balanced risk management. “You have to have a moderate risk aversion, without losing your appetite for expanding the business.”

The conversation that reaches the Forum

That balance will be the focus of their participation in the Foro Gerencias Legales y Arbitraje en Miami. Rather than focusing on specific tools, their approach points to a more structural issue: how to make decisions in an environment where technology, regulation, and business evolve simultaneously.

The energy transition is not just a technical change. It’s a change in how we understand and manage risk. And in this, the legal field cannot simply provide support. It must question, interpret, and anticipate.

In the energy sector, mistakes don’t appear suddenly; they are built on decisions that are not questioned in time, they are built when risk is not translated into impact, when the contract does not reflect the reality of the project, or when execution is separated from the strategy.

Therefore, the value of the legal department lies not in its ability to react, but in its ability to intervene before a problem arises. Because questioning isn’t about halting business; it’s about preventing it from progressing without understanding its consequences.

And in an environment where every decision has a financial, technical and regulatory impact, that difference is not legal; it is what defines whether the business is sustainable or not.