Rafael Carmona


Education and Clerkships

Law Degree, Universidad Iberoamericana, 2000

Corporate Finance Diploma, Universidad Iberoamericana, 2016


Mexico, 2001




Español English

Rafael Carmona is a dedicated and experienced trust advisor that prides himself in dedication and paying close attention to every detail. For more than 14 years, Rafael has acquired top-level experience in domestic and international transactions and has led teams that counseled Mexican and foreign clients in the banking and finance, securities, transactional, mergers and acquisitions, real estate and infrastructure areas, specifically structuring, negotiating and executing a wide range of transactions. His experience allows him to understand his clients businesses and goals, and therefore offer practical and efficient solutions to meet their needs.

Rafael has represented clients (including investment funds) in the purchase and sale of companies and forming strategic alliances and joint ventures in Mexico. He also advises banks and corporations in the design of structured financing transactions, including public offerings, securitizations of portfolios and other assets.

Due to his knowledge and reliability on corporate governance, Rafael has been invited to participate as secretary of the board of directors in several Mexican companies, including a direct sale company in which one the largest equity funds in the U.S. has a majority investment. His practice covers all areas of corporate law.

Selected Speeches

  • Speaker, Private Equity and Alternative Investments in Mexico Conference, New York, April 26, 2013

Professional and Community Activities

  • United States-Mexico Bar Association


Rafael Carmona
Por favor, haga click aquí para bajar el C.V. en español de Rafael Carmona.

Selected Client Representations

  • Audit the lands and real estate rights owned by the operator of the biggest gold and silver mine in Mexico to provide it with a legal risk assessment of its assets.
  • Advise The Blackstone Group, the biggest real estate private investment fund in the world, in the acquisition process of General Electric’s Mexican real assets, in a transaction valued at US$3.3 billion.
  • Was part of the team that advised the investors that acquired Capital Development Certificates (CKDs) issued by CKD Infraestructura, an entity that manages different toll roads in Mexico.
  • Advise one of the lead companies in telecommunications in the western and northern part of Mexico in its corporate restructure process, through the amendment of different government approvals and of the issuer of Certificados de Participación Ordinaria No Amortizables (CPOs) trust incorporated with Nacional Financiera, S.N.C.
  • Advise a Mexican non-bank (SOFOM) specialized in financing small and medium size companies and individuals by establishing its second short-term debt securities program in an amount of $300 million Pesos, which was the first program of its type that incorporated a pledge mechanism over the SOFOM’s loan pool.
  • Advise clients in the public offering of a subsidiary's shares in the Mexican Stock Exchange.
  • Advise banks and corporations in the design of structured financing transactions, including public offerings, securitizations of portfolios and other assets, and issuance of Capital Development Certificates (CKDs) in Mexico.
  • Advise Sociedad Hipotecaria Federal (a Mexican governmental banking institution) in the structuring and execution of a mechanism whereby the guaranty provided by such institution to mortgage loans granted by Mexican banks and non-bank banks, and transferred to several trust for their securitization, will be substituted by a mortgage insurance provided by one of its affiliates.
  • Advise private companies, banks and non-bank banks in the design of structured financing transactions, including securitizations of portfolios and other assets in Mexico, and their respective offerings in the Mexican and other international markets, including establishing and structuring the securities issued by the first Mexican company that provides turnkey services related to the origination and securitization of mortgage loans.
  • Incorporate different types of special purpose vehicles, such as issuer trusts, for obtaining finance for different kinds of enterprises by issuing and placing debt in the securities market, as well as incorporating Mexican companies as investment promotion limited liability corporations (sociedad anónima promotora de inversión).
  • Registering securities with the Mexican Securities and Exchange Commission (Comisión Nacional Bancaria y de Valores), as well as listing them at the Mexican Stock Exchange and depositing credit instruments with the Mexican Depository Trust Company (Indeval).
  • Provide legal counsel to foreign financial institutions and Mexican companies in obtaining and restructuring credit facilities, including syndicated loans and derivative transactions.
  • Acting as secretary of the board of directors of several companies, including a direct sale company in which one the largest equity funds in the U.S. has a majority investment, having experience also in handling such position for publicly held companies and supervising compliance of corporate governance regulations.
  • Was part of the team that advised the Mexican Federal Government in the privatization process of the Mexican Airport System, including preparation of the agreements used during the different bidding process as well as in the public offering of Grupo Aeroportuario del Sureste's shares in Mexico and ADSs in the U.S.
  • Participating in the acquisition processes of companies listed in the Mexican Stock Exchange.
  • Advise one of the largest insurance companies in Switzerland in the process of establishing a foreign insurance affiliate in Mexico.
  • Participating in sale, lease backs, assignment of receivables and mortgages regarding aircraft transactions.
  • Participating in several mergers and acquisitions, including the acquisition process of companies focused on the Mexican education business, representing one the largest equity funds in the U.S.
  • Advising domestic and foreign institutions in the formation of strategic alliances and joint ventures for the establishment of tourism resorts in Mexico.
  • Representing clients before the Federal Competition Commission regarding concentrations, as well as answering accusations regarding monopolistic practices filed with the referred Commission.

* Some of these representations were handled by Rafael prior to his joining Haynes and Boone, LLP.

Professional Recognition

  • Recognized in Best Lawyers Mexico, Woodward/White, Inc., for Capital Markets Law, 2016
  • Ranked as an “Up and Coming” lawyer in Mexico Capital Markets by Chambers Latin America, Chambers & Partners, 2014
  • Named as a Leading Lawyer in Banking and Finance in the Mexico edition of IFLR1000, Euromoney Institutional Investor PLC, 2014

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