start a business in Peru
Starting a business in Peru as a US person or entity involves navigating two distinct legal systems: the US legal framework that governs your domestic obligations and the Peruvian legal framework that governs your in-country operations. Law Offices of SRIS, P.C. is a US law firm with an international clientele. We help US entrepreneurs, investors, and companies address the US-side legal considerations of a Peru venture—entity structuring, tax planning, cross-border contracts, and regulatory compliance—while collaborating with Peru-admitted Of Counsel on the Peru-law side.
What Starting a Business in Peru Involves from a US Legal Perspective
When a US person establishes a business in Peru, the US legal dimension is often overlooked. The US entity that will own or control the Peruvian operation must be properly structured to manage liability, facilitate capital flows, and comply with US tax and reporting requirements. The Internal Revenue Code treats a Peruvian subsidiary as a controlled foreign corporation, triggering potential Subpart F income inclusions and information return obligations. US owners must also consider whether the Peruvian entity will be treated as a pass-through or a corporation for US tax purposes, a decision that affects the timing and character of income recognition.
Beyond tax, US anti-corruption law applies extraterritorially. The Foreign Corrupt Practices Act (FCPA) prohibits US issuers, domestic concerns, and certain foreign persons acting in US territory from bribing foreign officials to obtain or retain business. A US company operating in Peru must implement an FCPA compliance program, conduct due diligence on local partners, and ensure that all payments to Peruvian government officials are properly documented and fall within the narrow exceptions for facilitating payments and bona fide promotional expenditures. Violations carry severe criminal and civil penalties.
How Mr. Sris and the Firm’s Peru Of Counsel Collaborate
Mr. Sris, the firm’s founder and managing attorney, is admitted to practice in Virginia, Maryland, the District of Columbia, New Jersey, and New York. He leads the US-side work: selecting and forming the appropriate US entity, drafting operating agreements or shareholder agreements, advising on US securities law implications if the venture will raise capital, and ensuring FCPA and US tax compliance. For the Peru-law side, 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 handles the incorporation of the Peruvian entity, local labor and commercial contracts, and regulatory filings with Peruvian authorities. The two sides collaborate as needed but maintain strict jurisdictional separation.
This division of responsibility is not merely a matter of convenience; it is required by the rules of professional conduct in both countries. Mr. Sris does not practice Peru law, and Mr. Mayandía does not practice US law. The firm’s role is to provide a coordinated, dual-jurisdiction solution so that the client receives integrated advice without any single attorney stepping outside their licensure. All US-law aspects are handled by Mr. Sris and the US-admitted attorneys of the firm; all Peru-law aspects are handled by Mr. Mayandía.
About Mr. Sris and the firm’s Of Counsel Network
Mr. Sris, Owner and Founder of Law Offices of SRIS, P.C., has practiced since 1997. He is a former prosecutor and is admitted in Virginia, Maryland, the District of Columbia, New Jersey, and New York. His experience includes cross-border business structuring, FCPA compliance, and international tax planning for US clients with operations in Latin America. Mr. Sris testified before the Virginia House Courts of Justice Committee in support of 2019 HB 635 (chief patron Del. David Bulova).
For Peru matters, the firm’s Of Counsel network includes Martín Mayandía, 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. Together, Mr. Sris and his Of Counsel bring extensive combined legal experience to cross-border business ventures.
Frequently Asked Questions
Do I need a US lawyer and a Peru lawyer to start a business in Peru?
Yes, you typically need both a US-licensed attorney and a Peru-licensed attorney because the legal issues span two sovereign jurisdictions. The US attorney handles entity formation, tax structuring, FCPA compliance, and any US securities or contract matters. The Peru attorney handles incorporation under Peruvian law, local permits, labor contracts, and dealings with Peruvian agencies. Law Offices of SRIS, P.C. provides the US-side counsel and coordinates with its Peru Of Counsel, Martín Mayandía, so you have a single point of contact for both sides.
What US entity type should I use for a Peru subsidiary?
The choice between a US corporation, LLC, or partnership depends on your tax goals, liability concerns, and how you plan to repatriate profits. A US C-corporation may allow deferral of US tax on active business income if the Peruvian entity qualifies as a controlled foreign corporation, but it also subjects dividends to US taxation. An LLC taxed as a partnership provides pass-through treatment, which can be advantageous if you want to use foreign tax credits immediately. The decision also affects FCPA exposure and reporting obligations. We analyze your specific facts to recommend the optimal structure.
How does the FCPA affect my Peru business?
The FCPA makes it a crime for US persons and companies to bribe foreign officials to obtain or retain business, and it also requires accurate books and records. In Peru, interactions with government officials—for permits, licenses, or customs clearance—must be carefully managed. Even small facilitation payments can create liability if not properly documented. We help clients design compliance programs, train local staff, and conduct due diligence on Peruvian partners to mitigate FCPA risk. For a consultation on FCPA compliance for your Peru venture, contact Law Offices of SRIS, P.C. at (888) 437-7747.
Can I operate my Peru business as a sole proprietorship from the US?
Operating directly as a US sole proprietorship in Peru is generally not advisable because it exposes your personal assets to Peruvian liability and may create permanent establishment issues under Peruvian tax law. Most US entrepreneurs form a Peruvian entity (such as a Sociedad Anónima or Sociedad de Responsabilidad Limitada) to limit liability and comply with local law. The US side then owns the Peruvian entity through a US holding company. Mr. Mayandía advises on the appropriate Peruvian entity type, while Mr. Sris structures the US holding entity.
What are the US tax reporting requirements for a Peru business?
US owners of a Peruvian entity must file IRS Form 5471 (for corporations) or Form 8865 (for partnerships) annually, and may need to report foreign bank accounts on FinCEN Form 114 (FBAR). Failure to file can result in substantial penalties. Additionally, if the Peruvian entity earns passive income or income that is easily movable, Subpart F rules may require current US taxation even if no profits are distributed. We work with your CPA to ensure all US reporting obligations are met. For a consultation, contact Law Offices of SRIS, P.C. at (888) 437-7747.
How do I protect my intellectual property when entering Peru?
US trademark and patent registrations do not automatically protect your IP in Peru; you must register separately with the Peruvian National Institute for the Defense of Competition and Protection of Intellectual Property (Indecopi). From the US side, we can help you file international trademark applications through the Madrid System if you have a US registration, but the local registration in Peru is handled by Mr. Mayandía. We also advise on licensing agreements and technology transfer contracts that comply with both US export controls and Peruvian law.