PERU Trends and Developments Contributed by: Jorge Vega Soyer, Jose Fernando Valdivieso, José Manuel Guerra Caballero and Enrique Cavero Safra, Vega, Valdivieso, Guerra & Cavero – Vega & Abogados
Corporate reorganisations Corporate reorganisations include: • mergers (absorption or new entity); • simple reorganisations (capital contributions between entities); • spin-offs (asset transfers to new or existing companies); and • transformations (legal form changes). M&A transactions that meet certain thresholds are subject to mandatory merger control under Emergency Decree No 013-2019. Powers of representation The LGS grants legal and commercial authority to directors and general managers. Unless oth - erwise limited in public registries, managers may dispose of or encumber assets, enter contracts and operate financial instruments. Foreign powers of attorney must undergo legali - sation or apostille procedures for recognition in Peru. Associative contracts The following are not considered legal entities, but govern collaborative ventures. Types include: • asociación en participación partners share in results of a venture led by the main operator ( asociante ); • consorcio – joint participation in a specific project, maintaining individual autonomy; and • joint venture – flexible contractual model for project-specific co-operation, optionally form - ing a new legal entity. Investor tip: For start-ups or quick market entry, the SACS offers an expedited, cost-effective vehicle. For joint bids in public procurement or energy projects, consortia are widely used.
Labour and Employment Peruvian labour laws offer important protections to employees, allowing for various hiring options. • Contracts – an open-ended contract is the standard option. Fixed-term contracts require written justification. • Probationary period – three months, extend - able up to 12 months for confidential or specialised positions. • Working hours – eight hours a day or 48 hours a week. • Overtime – 25% for the first two hours, then 35% thereafter. • Trends – there is a growing push toward flex - ible working and digital timekeeping systems. • Benefits – minimum wage is PEN1,130 per month; 30 days of vacation; two monthly salary bonuses per year (July and Decem - ber); severance pay (CTS) (9.72% of monthly salary). • Profit sharing – 5%–10% depending on the sector. • Contributions – contributions to health care (9%) and pensions (approximately 13%). • Teleworking – regulated for full or hybrid mod - els; formal written agreements are required. • Foreign workers – limited to 20% of the work - force and 30% of the payroll, with exceptions. Immigration status must comply with regula - tions. • Dismissal – dismissals require justification; unjustified dismissals entail severance pay or reinstatement. Investor tip: Avoid fixed-term contracts unless clearly justified in writing. Courts often con - vert them into permanent contracts. Establish an appropriate salary structure, given the high labour costs in Peru.
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