IThe Multidisciplinary Nature of Energy Projects
An energy or infrastructure project is not a single-sector legal problem: it is a multidisciplinary structure in which several areas of law must be coordinated simultaneously. Analyzing permits, authorizations or contracts in isolation —without an integrated view of the project— creates gaps that often turn into costly contingencies during execution.
Experience with this type of transaction shows that the most significant risks do not stem from obvious regulatory breaches, but from inconsistencies between the project's legal structure and its business model: a concession properly obtained but incompatible with the land use of the site, a power purchase agreement that does not reflect the actual allocation of risk between the parties, or a corporate structure that fails to anticipate the effects of a change of control. The role of specialized legal counsel in this field is precisely to identify those inconsistencies before they become obstacles to the project.
IIThe New Legal Framework for the Electricity Sector (2025)
The 2025 energy reform introduced a set of statutes that substantially changed the institutional and regulatory structure of Mexico's electricity sector. The principal legal instruments currently in force include the Ley del Sector Eléctrico (LSE, Electricity Sector Law), the Ley de Planeación y Transición Energética (Energy Planning and Transition Law), the Ley de la Comisión Nacional de Energía (National Energy Commission Law, which governs the CNE) and the Reglamento de la LSE (LSE Regulations), published on October 3, 2025.
2.1Binding Planning as the Sector's New Cornerstone
One of the changes with the greatest practical impact for private developers is the introduction of binding planning through the Plan de Desarrollo del Sector Eléctrico (PLADESE, Electricity Sector Development Plan). This instrument does more than guide public investment: authorization and permitting processes must take into account a project's consistency with the sector's planning objectives.
In practical terms, this means that a project's legal viability can no longer be determined solely by formal compliance with the requirements of an application. From the structuring phase onward, it is necessary to analyze the project's compatibility with the regulatory framework, the planning instruments and energy policy objectives, including the principle of energy justice as a binding criterion in the granting of permits.
2.2Avenues for Private Participation
The new electricity framework provides for several formal avenues for private participation in generation and supply activities. For industrial companies, self-supply (autoconsumo) schemes have become particularly relevant, especially where the goal is to reduce energy costs, ensure continuity of supply or incorporate renewable generation into operations. In 2026, the CNE has issued specific provisions on this arrangement that broaden and clarify its regulatory scope.
In addition, interconnection and transmission agreements, previously negotiated with the Centro Nacional de Control de Energía (CENACE, the national grid operator), are now subject to the oversight of the CNE, a body with substantially expanded regulatory powers. This institutional redesign increases the number of counterparties and evaluation criteria that private developers must manage.
IIIInfrastructure: The Legal Risks of Public Procurement
Public works contracts, Asociación Público-Privada (APP, public-private partnership) schemes and service contracts in transmission and distribution are legally complex instruments. Experience shows that the most significant risks for the private sector materialize not during the tender, but during contract performance.
The contractual elements that most frequently give rise to disputes or financial losses for private developers in infrastructure projects include:
- The allocation of risk for acts of God and force majeure, particularly in long-term projects exposed to regulatory or public policy changes.
- Price adjustment and payment indexation mechanisms in inflationary environments, whose absence or poor drafting has led to high-value litigation.
- Early termination clauses and their compensation consequences, which have shown high levels of litigation in Mexico's energy sector in recent years.
- The choice of dispute resolution mechanism —domestic arbitration, international arbitration (ICC, ICDR) or litigation before federal courts— which carries strategic and economic implications that must be assessed from the negotiation phase.
IVConsiderations for Developers and Investors
The current regulatory environment is not inherently restrictive for the private sector: it is selective. It favors operators with sound legal structures, robust regulatory compliance processes and legal advice integrated from the earliest phases of the project. In our experience, the factors that make the difference between a viable project and one exposed to contingencies are the following:
- A legal review of the regulatory framework applicable to the specific project before committing the investment, including federal and state legislation and land use conditions.
- Contract structuring with a clear allocation of regulatory risk, adjustment mechanisms and stabilization clauses that protect the project's economic balance against regulatory changes.
- An analysis of the project's compatibility with the sector's planning instruments and with the social impact and energy justice criteria required under the LSE.
- Ongoing monitoring of the regulatory environment, given how quickly the legal framework for the energy sector has evolved in Mexico over the past two years.
About the author
Antonio Megía Flores
Antonio Megía Flores is a corporate lawyer and the founder of Megía Flores, S.C., a boutique firm specializing in business, corporate and transactional advisory work, with a presence in Monterrey and Madrid. He holds a law degree from the Universidad de Monterrey (UDEM) and is currently studying Spanish law at the Universidad Internacional de La Rioja (UNIR). He is a member of the Barra Mexicana, Colegio de Abogados (Mexican Bar Association).
The views expressed in this article are for informational purposes only and do not constitute legal advice. For the analysis of specific cases, we recommend consulting a specialized attorney.