Surco M&A lawyer
When a business transaction crosses from the United States into the Surco district of Lima, Peru, the legal work splits along jurisdictional lines. Law Offices of SRIS, P.C. provides the US-law side of cross-border mergers, acquisitions, and corporate restructurings, while collaborating with a Peru-admitted Of Counsel for the Peruvian-law components. The firm’s US-licensed attorneys handle securities compliance, deal structuring under US corporate statutes, and the US regulatory filings that a Surco-based target or acquirer may need. For the Peruvian-law dimension—corporate approvals, local registrations, and Peruvian Civil Code requirements—the firm works with Martín Mayandía, Of Counsel, admitted to practice law in Peru (2009) and not admitted in any US state bar; that role is limited to Peru-law matters in collaboration with the US-admitted attorneys of the firm. This division keeps each side of the transaction within the proper licensure boundaries while giving the parties the firm. Reach Law Offices of SRIS, P.C. at (888) 437-7747 to discuss how the firm can serve as US counsel on a Surco-anchored M&A matter.
How a US-admitted Surco M&A lawyer works with Peru counsel
A US-admitted M&A lawyer does not practice Peruvian law; instead, the US attorney handles the US-law aspects of the transaction while a separate Peru-admitted attorney handles the Peruvian-law aspects. In a typical Surco-anchored deal—for example, a US company acquiring a Peruvian subsidiary headquartered in Surco—the US-side work includes drafting and negotiating the purchase agreement under US contract principles, conducting US-style due diligence, and preparing any required filings with the Securities and Exchange Commission or state corporate registries. The Peruvian-side work, handled by the firm’s Peru Of Counsel, includes verifying the target’s corporate standing under Peruvian law, confirming that the transaction complies with the Peruvian General Corporations Law, and recording the transfer with the Peruvian public registry. The two sides coordinate on deal structure, tax implications, and closing mechanics, but each attorney stays within their own licensure. This model gives the parties a single point of coordination while respecting the jurisdictional limits that bar rules and Peruvian law impose.
For a Surco-based company acquiring a US target, the roles reverse: the Peru Of Counsel handles the Peruvian-law approvals and the US-admitted attorney handles the US-side acquisition. In either direction, the firm’s US-licensed attorneys—led by Mr. Sris, admitted in Virginia, Maryland, the District of Columbia, New Jersey, and New York—serve as the US counsel of record. The Peru Of Counsel, Martín Mayandía, admitted to practice law in Peru (2009) and not admitted in any US state bar, serves as the Peruvian-law resource. This structure avoids the unauthorized-practice-of-law risk that would arise if a single attorney tried to advise on both countries’ laws without the required admissions.
Frequently Asked Questions
What does a Surco M&A lawyer do on a cross-border deal?
A Surco M&A lawyer handles the US-law components of a transaction that involves a Surco-based party, while a separate Peru-admitted attorney handles the Peruvian-law components. On the US side, the work typically includes drafting and negotiating the acquisition agreement, conducting due diligence on US-law issues, preparing Hart-Scott-Rodino filings if the deal meets the thresholds, and advising on US securities laws if the transaction involves a US public company. The Peruvian-law side—handled by the firm’s Peru Of Counsel—covers corporate authorizations, Peruvian tax considerations, and registration with the Peruvian public registry. The two attorneys coordinate so that the deal documents work under both legal systems.
Do I need both a US lawyer and a Peruvian lawyer for an M&A deal in Surco?
Yes—a transaction that touches both US and Peruvian law requires separate counsel for each jurisdiction because no single attorney is licensed to practice law in both countries. A US-admitted attorney cannot give legal advice on Peruvian corporate law, and a Peru-admitted attorney cannot give legal advice on US securities or contract law. Law Offices of SRIS, P.C. provides the US-admitted attorney and collaborates with a Peru-admitted Of Counsel so that the client has both sides covered through one coordinated engagement.
Can a US law firm handle the Peruvian side of an M&A deal?
A US law firm cannot practice Peruvian law unless it engages a Peru-admitted attorney to handle the Peruvian-law work. Law Offices of SRIS, P.C. does not practice Peruvian law. The firm’s Peru Of Counsel, Martín Mayandía, is admitted to practice law in Peru (2009) and not admitted in any US state bar; his role is limited to Peruvian-law matters. The firm coordinates the two sides so that the client receives integrated cross-border counsel without any unauthorized practice.
What US securities laws apply when a Surco company acquires a US public company?
When a Surco-based acquirer buys a US public company, the transaction may trigger the registration and disclosure requirements of the Securities Act of 1933 and the reporting obligations of the Securities Exchange Act of 1934. The US-admitted attorney evaluates whether the deal requires a registration statement, a tender offer filing under the Williams Act, or compliance with the proxy rules. The attorney also advises on any applicable state securities laws. The Peruvian-law side, handled separately, addresses the acquirer’s corporate approvals and any Peruvian regulatory filings.
How does the firm structure its fees for a cross-border Surco M&A matter?
Fees vary by case and are discussed during the initial consultation. Because the engagement involves both US-admitted and Peru-admitted attorneys, the fee arrangement reflects the work each side performs. The firm provides a clear engagement letter that separates the US-law and Peruvian-law components so that the client understands which attorney is responsible for which portion of the work. Contact Law Offices of SRIS, P.C. at (888) 437-7747 to schedule a consultation and receive a fee estimate.
What is the role of the Peru Of Counsel in an M&A transaction?
The Peru Of Counsel, Martín Mayandía, admitted to practice law in Peru (2009) and not admitted in any US state bar, handles the Peruvian-law aspects of the transaction. His work includes reviewing the target’s corporate books under Peruvian law, drafting the Peruvian-law governed portions of the transaction documents, obtaining any required Peruvian governmental approvals, and recording the transfer with the Peruvian public registry. He does not advise on US law and does not appear in any US proceeding. His role is limited to Peruvian-law matters in collaboration with the US-admitted attorneys of the firm.
Does the firm have a location in Surco or Lima?
Law Offices of SRIS, P.C. does not maintain a location in Peru. The firm’s US-admitted attorneys work from the firm’s US locations, and the Peru Of Counsel works from his own practice in Peru. All consultations are by appointment, and the firm coordinates cross-border matters remotely. The firm’s US principal location is in Virginia, by appointment only.
How do I start a cross-border M&A matter with the firm?
Call (888) 437-7747 to schedule an initial consultation. During the consultation, the firm will discuss the transaction’s structure, identify which US-law and Peruvian-law issues are likely to arise, and explain how the US-admitted attorney and the Peru Of Counsel will work together. The firm will then provide an engagement letter that clearly delineates the scope of each attorney’s representation.
What due diligence does the US attorney perform on a Surco target?
The US-admitted attorney focuses on US-law due diligence, such as reviewing the target’s US-based contracts, intellectual property registrations, and any US litigation or regulatory exposure. The attorney also examines the target’s compliance with US anti-corruption laws, including the Foreign Corrupt Practices Act (FCPA), to the extent the target has US contacts. The Peruvian-law due diligence—corporate standing, Peruvian tax liabilities, and local regulatory compliance—is performed by the Peru Of Counsel. The two attorneys share findings so that the client receives a complete picture.
Can the firm help if the Surco deal involves a US public company?
Yes—the firm’s US-admitted attorneys can handle the US securities law aspects of a transaction involving a US public company, including SEC filings and compliance with the Sarbanes-Oxley Act. The firm will coordinate with the Peru Of Counsel for any Peruvian-law requirements that the public-company status may trigger under Peruvian regulations. The US attorney remains the lead on all US-law matters, and the Peru Of Counsel remains the lead on all Peruvian-law matters.
What is the difference between a stock purchase and an asset purchase in a cross-border Surco deal?
In a stock purchase, the buyer acquires the shares of the Peruvian target company, stepping into the seller’s shoes for both US-law and Peruvian-law purposes; in an asset purchase, the buyer acquires specific assets and may leave behind certain liabilities. The US-admitted attorney advises on the US-law implications of each structure, including tax treatment under the Internal Revenue Code and any US securities law consequences. The Peru Of Counsel advises on the Peruvian-law implications, such as transfer taxes and registration requirements. The choice of structure often depends on the tax and liability profile of the target under both legal systems.
How does the firm protect confidential information during a cross-border deal?
The firm uses confidentiality agreements governed by US law and, where necessary, supplemental provisions that account for Peruvian data-protection requirements. The US-admitted attorney drafts the confidentiality agreement under US contract principles, and the Peru Of Counsel reviews it for enforceability under Peruvian law. All attorneys involved are bound by professional obligations of confidentiality under their respective bar rules.
About Mr. Sris and the Of Counsel network
Mr. Sris, Owner and Founder of Law Offices of SRIS, P.C., is admitted to practice law in Virginia, Maryland, the District of Columbia, New Jersey, and New York. He leads the firm’s US-law practice on cross-border M&A matters and serves as the responsible US attorney for all sriscounsel.com content. For Peruvian-law matters, the firm collaborates 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 Peruvian-law matters in collaboration with the US-admitted attorneys of the firm. The firm has no employees; all non-Sris attorneys serve as Of Counsel.