{"id":8714,"date":"2026-07-23T13:08:18","date_gmt":"2026-07-23T17:08:18","guid":{"rendered":"https:\/\/www.vouga.com.py\/?p=8714"},"modified":"2026-07-23T13:10:41","modified_gmt":"2026-07-23T17:10:41","slug":"asesoramiento-regulatorio-integral-para-el-desarrollo-de-un-proyecto-de-generacion-de-energia-solar-fotovoltaica-de-gran-escala-bajo-un-esquema-de-asociacion-publico-privada","status":"publish","type":"post","link":"https:\/\/www.vouga.com.py\/en\/asesoramiento-regulatorio-integral-para-el-desarrollo-de-un-proyecto-de-generacion-de-energia-solar-fotovoltaica-de-gran-escala-bajo-un-esquema-de-asociacion-publico-privada\/","title":{"rendered":"Comprehensive Regulatory Advice for the Development of a Utility-Scale Solar Photovoltaic Project under a Public-Private Partnership Framework"},"content":{"rendered":"

1. Client Context and Project Objective<\/strong><\/p>\n\n\n\n

We advised an engineering and electrical infrastructure company on the legal feasibility of developing a utility-scale solar photovoltaic project in Paraguay under the private initiative Public-Private Partnership (PPP) regime, in combination with the recently enacted Renewable Non-Conventional Energy (RNCE) framework.<\/p>\n\n\n\n

The project contemplates an estimated investment of USD 23 million and includes the development of a solar power plant, a dedicated electrical substation and a high-voltage transmission line. Its business model combines the long-term sale of electricity to ANDE with direct supply to a Large Consumer, requiring analysis of the interaction between both regulatory schemes.<\/p>\n\n\n\n

Our engagement focused on assessing the legal feasibility of the project, identifying the principal interactions between the applicable regulatory frameworks, analysing key bankability considerations, and preparing a regulatory roadmap for the potential submission of the private initiative to the competent authorities.<\/p>\n\n\n\n

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2. Our Role and Scope of Advice<\/strong><\/p>\n\n\n\n

Our Infrastructure and Energy team acted as legal counsel throughout the regulatory structuring phase of the project. Our work included:<\/p>\n\n\n\n

a. Analysing the applicable regulatory framework, including the interaction between Law No. 7452\/2025 on Public-Private Partnerships and its Implementing Decree No. 5441\/2026, Law No. 7599\/2025 on Renewable Non-Conventional Energy and its Implementing Decree No. 6034\/2026\u2014issued during the course of our engagement\u2014and Law No. 966\/1964 (ANDE's Organic Charter).<\/p>\n\n\n\n

b. Preparing a regulatory memorandum intended to form the legal component of the pre-feasibility study required under the PPP regime for a potential submission to the General Directorate of Public Investment (DGIP) of the Ministry of Economy and Finance. The memorandum addresses the project's regulatory eligibility, the Special Purpose Vehicle structure required under the applicable regimes, the interaction between the different regulatory frameworks, and relevant bankability considerations.<\/p>\n\n\n\n

c. Analysing project finance-related issues, including the guarantee mechanisms available under the PPP Law, lenders' step-in rights, the structure of a potential Direct Agreement, the trust structures available under both regulatory regimes, and the legal framework governing financial close.<\/p>\n\n\n\n

d. Updating the regulatory analysis following the enactment of Implementing Decree No. 6034\/2026, assessing its implications for the legal and commercial structure of the project.<\/p>\n\n\n\n

e. Advising on the contractual interaction between the future PPP Agreement and the RNCE Connection and Supply Agreement, including observations regarding term, renewal, asset reversion, and tariff mechanisms.<\/p>\n\n\n\n

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3. Key Legal Challenges<\/strong><\/p>\n\n\n\n

The project raised several regulatory issues requiring an integrated legal analysis.<\/p>\n\n\n\n

Interaction between three regulatory regimes.<\/strong> The proposed structure needed to comply simultaneously with the PPP framework, the RNCE regime and ANDE's Organic Charter, each of which pursues different regulatory objectives and contains distinct legal mechanisms. The analysis focused, among other matters, on ANDE's dual role as contracting authority and electricity purchaser, the interaction between the pricing mechanisms under both regimes, and the scope of ANDE's statutory distribution monopoly.<\/p>\n\n\n\n

Regulatory developments during the engagement.<\/strong> At the outset of the engagement, the RNCE Law had not yet been regulated. The subsequent enactment of Implementing Decree No. 6034\/2026 required the regulatory analysis to be updated in order to incorporate the new provisions and identify the issues that remained subject to further interpretation.<\/p>\n\n\n\n

Dual commercial model.<\/strong> The client's proposal to combine electricity sales to ANDE with direct supply to a Large Consumer raised several regulatory questions, including the characterization of firm and interruptible supply, the use of a single RNCE licence for different voltage levels, and the interaction between the freely negotiated pricing mechanisms under the RNCE regime and the tariff approval requirements applicable to PPP projects.<\/p>\n\n\n\n

Project finance considerations.<\/strong> The bankability analysis was conducted in the context of two recently enacted regulatory regimes with no transactional precedents in Paraguay. This required assessing the compatibility of the domestic legal framework with financing mechanisms commonly used in international project finance transactions, including step-in rights, Direct Agreements, debt service reserve arrangements (DSRA), take-or-pay obligations and lender protections.<\/p>\n\n\n\n

Institutional coordination.<\/strong> The project required consideration of the sequential involvement of several public authorities\u2014including the DGIP, the Ministry of Economy and Finance, ANDE, the Executive Branch, the Office of the Attorney General, the Vice Ministry of Mines and Energy, the National Council of Public Enterprises, the Ministry of Environment and Sustainable Development (MADES), and the Ministry of Public Works and Communications (MOPC)\u2014as well as the regulatory approvals required at each stage of the process.<\/p>\n\n\n\n

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4. Current Status of the Engagement<\/strong><\/p>\n\n\n\n

The regulatory memorandum and the supporting legal analyses were prepared and delivered to assist the client in evaluating the project's legal feasibility and its potential structuring under the PPP framework.<\/p>\n\n\n\n

The work product provides the client with:<\/p>\n\n\n\n