PARAGUAY Law and Practice Contributed by: Mauro Mascareño, Carlos Vargas and Rodrigo Gómez Sánchez, Mascareño Vargas – Asesores
6.12 Irrevocable Commitments In Paraguay, it is common practice to secure irrevocable commitments from significant share- holders to tender their shares. These commit- ments, which usually include a guarantee or a high penalty clause, also typically allow share- holders to withdraw if a better offer arises, but only after paying a break-up fee or similar. This provision for better offers can be seen as an opportunity for shareholders, adding a sense of optimism to the market. 6.13 Securities Regulator’s or Stock Exchange Process If a competing offer is announced, whether the initial offer will be terminated or further evaluated depends solely on the conditions accepted by the shareholders. There are no specific regula- tions governing this situation, and it is based entirely on the agreement of the parties involved. All bonds or securities in the market must be cancelled before the company can withdraw from public offering. 6.14 Timing of the Takeover Offer Takeover offers can be extended in Paraguay, provided the target company and the sellers agree. To avoid delays, it is recommended to seek regulatory approval before launching the offer, but in general, transactions tend to be communicated after the offer is made.
rate regulations. However, there are no specific regulatory bodies exclusively dedicated to over- seeing the tech sector. Nonetheless, certain areas, such as telecom- munications and fintech, relating to loan con- cessions and electronic wallets, are regulated by entities like the National Telecommunications Commission (CONATEL) and the Central Bank of Paraguay ( Banco Central del Paraguay BCP). Obtaining permits from these entities may take two to four months. Further, they might be sub- ject to assessment by the finance intelligence unit ( Secretaría de Prevención de Lavado de Din- ero o Bienes SEPRELAD). 7.2 Primary Securities Market Regulators The primary securities market regulator in Para- guay is the SIV, which depends on the BCP, and the Antitrust Commission ( Comisión Nacional de la Competencia CONACOM), which oversees M&A transactions involving public and private companies. 7.3 Restrictions on Foreign Investments There are no significant restrictions on foreign investments in Paraguay. Foreign direct invest- ment filings are not mandatory, and no suspen- sory requirements exist. 7.4 National Security Review/Export Control Paraguay does not have a formal national secu- rity review process for acquisitions, and there are no specific restrictions on investments from cer- tain regions. However, there is a ban on nation- als of the countries bordering Paraguay (Bolivia, Brazil and Argentina) acquiring land within a 50 km radius of the Paraguayan border.
7. Overview of Regulatory Requirements 7.1 Regulations Applicable to a Technology Company
Establishing and running a new technology com- pany in Paraguay is governed by general corpo-
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