We design preventive asset and organizational protection strategies that anticipate corporate, contractual, labor, and regulatory contingencies before they materialize into liabilities. Our approach combines risk analysis with the General Companies Act (Law No. 26887) and the Civil Code to safeguard our clients’ corporate governance structure, assets, and strategic decisions. We audit articles of incorporation, shareholder agreements, and internal policies, proposing corrective measures backed by technical and legal expertise. The goal is to reduce exposure to litigation and strengthen the business’s sustainability in the medium and long term.
We provide comprehensive advisory services regarding the formation, reorganization, and legal management of legal entities, based on the General Companies Act and the sector-specific regulations applicable to each economic sector. We assist boards of directors and management in adopting valid and effective resolutions, minimizing the risk of challenges or nullification. Our practice integrates corporate governance, regulatory compliance, and business strategy into a single, cohesive service. This enables the company to operate with legal certainty in its dealings with third parties, partners, and authorities.
We design and implement corporate governance structures that define the relationships among shareholders, the board of directors, and management, in accordance with the Code of Good Corporate Governance for Peruvian Companies and the General Companies Act. We draft board bylaws, transparency policies, authority matrices, and protocols for managing conflicts of interest and related-party transactions. We advise on the formation of specialized committees and on accountability to minority shareholders and investors. Strong corporate governance reduces the risk of internal litigation and strengthens the company’s institutional reputation.
We structure and modify corporations in accordance with Law No. 26887, covering incorporation, capital increases and reductions, amendments to bylaws, reorganization, spin-offs, and dissolution. We draft shareholder agreements and syndication agreements that govern the exercise of voting rights and the transfer of shares or equity interests. We ensure the formal and substantive validity of each corporate agreement before SUNARP’s Registry of Legal Entities. In doing so, we ensure consistency between the corporation’s intent and its legal recognition.
We advise family-owned businesses on developing family protocols and governance structures that harmonize the interests of the family’s assets, succession, and business continuity, by aligning the Civil Code’s provisions on succession with the General Companies Act. We establish family councils, policies governing the admission and departure of company members, and mechanisms for the orderly transfer of shares or ownership interests across generations. We anticipate corporate and inheritance disputes through agreements and bylaw provisions that provide legal certainty. Our goal is to preserve family unity and the sustainability of the business over time.
We advise on business sales, mergers, spin-offs, and asset acquisitions, from legal due diligence through to closing and post-transaction integration. We identify corporate, tax, labor, and regulatory contingencies that affect the valuation and indemnification clauses of the contract. We structure agreements in accordance with the General Companies Act and antitrust regulations, where applicable. Our work aims to protect the value of the transaction and reduce legal uncertainty for both parties.
We advise on real estate acquisitions, development, and dispositions, based on the Civil Code, Law No. 27157 on the regularization of buildings, and the regulations governing urban planning permits and land registry regularization before SUNARP. We conduct due diligence on property titles, encumbrances, and liens, and draft purchase and sale, lease, antichresis, and real estate trust agreements. We support real estate development projects from the urban planning phase through to the separation and sale of individual units. Our goal is to ensure legal certainty at every stage of the real estate transaction.
We advise issuers and investors on financing transactions through the securities market, in accordance with the regulations of the Superintendency of the Securities Market (SMV) and the Lima Stock Exchange. We assist with the issuance of debt and equity instruments, as well as compliance with transparency obligations and material event disclosures to the regulator. Our work integrates financial structuring and regulatory compliance under a single technical framework. This enables access to sources of financing with legal certainty and regulatory predictability.
We advise financial institutions, companies, and individuals on financing transactions, guarantees, and banking products, in accordance with Law No. 26702, the General Law on the Financial and Insurance Systems, and the regulations issued by the Superintendency of Banking, Insurance, and Pension Fund Administrators (SBS) and the Central Reserve Bank of Peru. We structure and negotiate credit agreements, syndicated loans, trusts, and security interests in movable and immovable property, ensuring their enforceability in the event of default. We assist with debt restructuring processes and regulatory compliance with the supervisory authority. Our goal is to balance the financial soundness of the transaction with the legal certainty required by the banking system.
We draft, negotiate, and review civil and commercial contracts tailored to each client’s specific operations, applying the principles of good faith, just cause, and freedom of contract set forth in the Civil Code. We carefully draft clauses regarding liability, termination, indemnification, and dispute resolution to prevent interpretations that run counter to the client’s interests. Our practice covers supply, distribution, franchise, service, and financing contracts, among others. We strive to ensure that each contractual instrument is enforceable, balanced, and strategic.
We implement and audit regulatory compliance programs designed to prevent administrative liability for legal entities, in accordance with Law No. 30424 and its regulations on the liability of legal entities. We develop codes of ethics, whistleblower channels, risk matrices, and anti-corruption protocols aligned with national and international standards. We train boards of directors, management, and employees to foster an organizational culture of integrity. A robust compliance program also serves as a factor that may exempt or mitigate liability in the event of investigations.
We represent our clients in commercial and investment disputes submitted to domestic and international arbitration, in accordance with Legislative Decree No. 1071, the Arbitration Act. We draft effective arbitration clauses and handle the proceedings from the filing of the complaint or answer through to the enforcement of the award. Our strategy combines sound legal reasoning with practical knowledge of the applicable institutional rules. We prioritize the speed and confidentiality inherent in arbitration over ordinary court proceedings.
We represent clients in civil and commercial litigation before the courts, applying the Code of Civil Procedure and the substantive laws relevant to each dispute. We assess the procedural and evidentiary viability of each case before defining our litigation strategy, always prioritizing efficiency and the protection of our clients’ interests. We handle cases involving debt collection, breach of contract, civil liability, and the enforcement of guarantees. We are committed to maintaining a rigorous technical defense at every stage of the proceedings.
We provide comprehensive legal counsel to the tourism and hospitality sector in accordance with Law No. 29408, the General Tourism Law, and its implementing regulations, as well as the sector-specific regulations of the Ministry of Foreign Trade and Tourism (Mincetur) regarding the classification and categorization of lodging establishments. We draft hotel management, franchise, lease, and tourism concession agreements, and we assist with the municipal and sector-specific licensing processes required for operations. We assess regulatory and contractual risks specific to the tourism and lodging industries. Our goal is to ensure that hotel operations are conducted with full regulatory and contractual compliance.