Peru M&A lawyer
Law Offices of SRIS, P.C. is a US law firm founded in 1997 that serves international clients with cross-border legal needs, including mergers and acquisitions involving Peruvian companies, assets, or investors. The firm’s US-admitted attorneys handle the US-law side of a transaction—securities compliance, due diligence, deal structuring, and regulatory filings—while collaborating with Peru-admitted Of Counsel on the Peruvian-law components. For Peru-law matters, the firm works with Martín Mayandía, Of Counsel, admitted to practice law in Peru (2009) and not admitted in any US state bar; his role is limited to Peru-law matters in collaboration with the US-admitted attorneys of the firm. To discuss a cross-border M&A matter, reach Law Offices of SRIS, P.C. at (888) 437-7747.
What a cross-border Peru M&A engagement covers
Cross-border mergers and acquisitions between the United States and Peru involve two distinct legal systems. On the US side, the transaction is governed by federal securities laws—including the Securities Act of 1933 and the Securities Exchange Act of 1934—as well as state corporate statutes and the rules of the Securities and Exchange Commission. On the Peruvian side, the transaction is shaped by the Peruvian General Corporations Law (Ley General de Sociedades) and sector-specific regulations administered by entities such as the Superintendencia del Mercado de Valores. A coordinated approach ensures that the deal structure complies with both countries’ requirements, from the initial letter of intent through closing and post-closing integration.
An effective cross-border M&A engagement typically addresses entity formation and governance, tax-efficient structuring, foreign investment restrictions, labor and employment considerations, intellectual property transfers, and regulatory approvals. Because the legal frameworks differ, the US-admitted attorneys at Law Offices of SRIS, P.C. focus on the US elements while the firm’s Peru-admitted Of Counsel, Martín Mayandía, advises on Peruvian corporate, tax, and regulatory matters. This division of responsibility respects each attorney’s licensure and ensures that no attorney practices law in a jurisdiction where they are not admitted.
How Mr. Sris and his Of Counsel network handle Peru-related M&A
Mr. Sris, the firm’s founder and managing attorney, leads the US-law workstream. He is admitted to practice in Virginia, Maryland, the District of Columbia, New Jersey, and New York, and draws on decades of experience in complex transactions. For the Peruvian-law dimension, the firm engages Martín Mayandía, Of Counsel, who is admitted to practice law in Peru (2009) and not admitted in any US state bar. Mr. Mayandía’s role is limited to Peru-law matters in collaboration with the US-admitted attorneys of the firm. The two sides work together on deal strategy, document review, and regulatory coordination, but each attorney remains strictly within the bounds of their own licensure.
The process typically begins with a joint scoping call to identify the key legal issues on both sides. Mr. Sris then handles securities filings, due-diligence requests, and negotiation of the purchase agreement under US law, while Mr. Mayandía reviews Peruvian corporate records, advises on local regulatory approvals, and prepares any Peruvian-law ancillary documents. Throughout the engagement, the firm maintains clear communication channels so that the client receives integrated advice without any attorney overstepping their jurisdictional authority.
About Mr. Sris and the sriscounsel Of Counsel network
Mr. Sris, Owner and Founder of Law Offices of SRIS, P.C., is a former prosecutor admitted in Virginia, Maryland, the District of Columbia, New Jersey, and New York. He founded the firm in 1997 and has built a practice that serves clients across the United States and internationally. Mr. Sris testified before the Virginia House Courts of Justice Committee in support of 2019 HB 635 (chief patron Del. David Bulova), the bill that became the 2019 revision to Va. Code § 20-107.3(g). His background in litigation and transactional work informs the firm’s approach to cross-border M&A, where a thorough understanding of both the deal dynamics and the regulatory landscape is essential.
The sriscounsel Of Counsel network includes independent attorneys admitted in foreign jurisdictions who collaborate with the firm on matters involving non-US law. For Peru-related engagements, the firm works with Martín Mayandía, Of Counsel, admitted to practice law in Peru (2009) and not admitted in any US state bar. Mr. Mayandía’s practice is limited to Peru-law matters in collaboration with the US-admitted attorneys of the firm. This structure allows the firm to offer coordinated cross-border counsel while maintaining strict compliance with the professional rules of each jurisdiction.
Frequently Asked Questions
Do I need both a US-admitted lawyer and a Peru-admitted lawyer for a cross-border M&A deal?
Yes, a cross-border M&A transaction between the United States and Peru generally requires counsel admitted in each jurisdiction. The US-admitted attorney handles securities filings, due diligence under US law, and the negotiation of the purchase agreement, while the Peru-admitted attorney advises on Peruvian corporate law, tax implications, and local regulatory approvals. Law Offices of SRIS, P.C. provides the US-law representation through Mr. Sris and other US-admitted attorneys, and collaborates with Martín Mayandía, Of Counsel, who is admitted in Peru (2009) and not admitted in any US state bar, for the Peruvian-law aspects. This division ensures that each attorney practices only where licensed.
What US securities laws apply when a Peruvian company acquires a US target?
When a Peruvian company acquires a US business, the transaction may trigger registration or reporting obligations under the Securities Act of 1933 and the Securities Exchange Act of 1934. If the acquirer issues securities to US shareholders as consideration, the offering must be registered or qualify for an exemption. Even in an all-cash deal, the target’s US reporting obligations continue until the company is delisted or deregistered. The US-admitted attorneys at Law Offices of SRIS, P.C. analyze the specific structure and advise on compliance with SEC rules, state corporate law, and any applicable industry regulations. For guidance on your particular transaction, contact the firm at (888) 437-7747.
How are Peruvian foreign investment restrictions handled in an M&A deal?
Peru maintains a generally open foreign investment regime, but certain sectors—such as mining, hydrocarbons, and telecommunications—may require prior authorization or impose ownership limits. The Peruvian-law analysis is performed by Martín Mayandía, Of Counsel, who is admitted in Peru (2009) and not admitted in any US state bar. He reviews the target’s industry classification, identifies any required approvals from agencies like ProInversión or sector regulators, and advises on compliance with the Peruvian Constitution’s guarantee of equal treatment for foreign investors. The firm then incorporates those findings into the deal timeline and conditions precedent.
What role does due diligence play in a cross-border Peru M&A transaction?
Due diligence is the foundation of any cross-border M&A deal, and it must be conducted under both US and Peruvian law. The US-admitted attorneys review corporate records, material contracts, litigation, intellectual property, and regulatory compliance from a US perspective, while Martín Mayandía, Of Counsel, examines Peruvian corporate filings, tax records, labor obligations, and any pending administrative proceedings. The two workstreams are coordinated so that the client receives a comprehensive risk assessment. Because Peruvian corporate records are maintained in Spanish, the firm’s bilingual capability facilitates efficient document review and communication.
Can a US court enforce a Peruvian M&A contract?
Enforcement of a Peruvian M&A contract in a US court depends on the contract’s choice-of-law and forum-selection clauses, as well as principles of international comity. If the parties have agreed to litigate in Peru, a US court will generally respect that choice unless it finds the clause unreasonable or contrary to public policy. If a US court has jurisdiction, it will apply the governing law specified in the contract—which may be Peruvian law—and may need to receive expert testimony on Peruvian legal principles. Law Offices of SRIS, P.C. advises clients on drafting enforceable dispute-resolution provisions and, when necessary, coordinates with Peruvian counsel on the enforcement of US judgments in Peru.
How do I start a cross-border M&A engagement with the firm?
To begin, contact Law Offices of SRIS, P.C. at (888) 437-7747 for an initial consultation. During that call, the firm will gather information about the proposed transaction, identify the key US and Peruvian legal issues, and outline a preliminary work plan. If the matter requires Peruvian-law counsel, the firm will engage Martín Mayandía, Of Counsel, who is admitted in Peru (2009) and not admitted in any US state bar, under a separate engagement that clearly defines the scope of his Peru-law role. All consultations are by appointment only, and no attorney-client relationship is formed until a written engagement agreement is signed.