Regulation of M&A Deals in Peru

Recent years have seen the number of M&A deals in Peru increase significantly. We decided to analyze the main issues that foreign investors may face in relation to the regulation of M&A deals in Peru. We hope that all those considering starting a business in Peru will find the information contained herein pretty useful.

Concluding Technology M&A Deals in the Republic of Peru

Unlike Brazil, Chile & Mexico, Peru cannot boast a large number of M&A deals, and the same applies to their size & complexity.

Technology M&A deals in the Republic of Peru can roughly be divided into the following categories:

• conclusion of locally authorized FDI deals;
• purchase of Peruvian companies by non-domestic technological enterprises;
• transactions involving venture capitalists or major companies purchasing Peruvian startups for access to their platforms.

Given that the market for technology M&A deals in the Republic of Peru is fairly small, no particular provisions concerning this kind of deals have been published yet. Those planning on starting a business in South America should bear in mind that this jurisdiction doesn’t have any restrictions on the transfer or sale of any IP. There aren’t any limitations on the transfer of entities which have access to sensitive information (i.e. personal data), providing that they store & manage this information as per the same conditions that its previous owners did.

Owning Technology & IP Rights

Ownership of IP assets & technology in the Republic of Peru is granted to:

• physical persons who have developed the technology; 
• companies if the technology is being developed by physical persons as per labor or service agreements.

Under Peruvian legislation, the Peruvian Institute for IP & Competition Protection recognizes or grants the following:

• patents: IP protection through patenting in the Republic of Peru is understood as an exclusive right to use & derive benefit from a technological product within a period of twenty years;
• utility models: an exclusive right to use & derive benefit from a utility model within a period of ten years;
• industrial design: an exclusive right to use & derive benefit from an industrial design within a period of ten years;
• copyrights: protecting economic & moral rights of different nature & scope. 

DD of M&A Transactions in the Republic of Peru

DD of M&A deals in the Republic of Peru is conducted by analyzing IP rights & performing a review of IP assets. 

Information That Can Be Accessed Publicly

Conducting technology M&A transactions in the Republic of Peru involves:

• searching the local registers to verify registration status of IP assets in the Peruvian Republic & confirm the identity of owners of such IP;
• searching the local registers for a specific technology or IP asset to make sure that they’re licensed;
• if an M&A deal involves purchasing a company in the Republic of Peru, concluding such a deal requires the purchaser to search for public data in the state registers:
  • company information;
  • ownership;
  • existing contracts;
  • litigation;
  • credit history of the company.