In the Peruvian corporate environment, compliance with corporate obligations is not just an administrative formality, but a fundamental pillar for ensuring the legality, sustainability, and transparency of business operations. However, many organizations-especially those that are expanding or have complex structures-underestimate the legal implications of omitting or postponing these responsibilities.
What are corporate obligations?
Corporate obligations are the legal duties that companies incorporated in Peru must comply with in accordance with the General Companies Law (Law No. 26887) and other applicable regulations. These include, among others:
- Calling and holding general shareholders’ meetings.
- Registering relevant corporate agreements (such as amendments to the articles of incorporation, capital increases, or changes in representatives) with the Public Registry.
- Legalizing and maintaining accounting and corporate books.
- Timely filing of financial statements with SUNAT or other regulatory authorities.
- Updating the tax and corporate address.
Consequences of noncompliance
Failure to adequately meet these obligations can have serious legal, financial, and reputational consequences for companies. Among the main implications are:
- Administrative penalties: The National Superintendency of Public Registries (SUNARP) and SUNAT may impose fines for omissions or errors in mandatory records.
- Nullity of corporate acts: If a business decision was not adopted in accordance with established procedures (for example, without a valid meeting or without proper registration), it may be challenged or declared invalid.
- Personal liability of executives: In serious cases, managers may be held individually liable for damages caused to the company or third parties.
- Reputational and contractual risks: Non-compliance may limit the ability to contract with the government, access tenders, or negotiate with companies that require high standards of legal compliance.
- Obstacles in tax or audit processes: Companies may face difficulties in tax audit processes if their corporate structure does not reflect their operational reality.
The importance of specialized legal advice
In this context, it is essential to have corporate legal services that not only support regulatory compliance but also anticipate risks and ensure the proper planning and execution of corporate decisions. A lawyer specializing in business law can proactively assess gaps in a company’s legal management and propose practical solutions that protect its interests and reputation.
In addition, legal support allows for the adaptation of bylaws, the reorganization of corporate structures, the orderly management of books and records, and an effective response to any requests from SUNAT, SUNARP, or INDECOPI.
Conclusion
Failure to comply with corporate obligations should not be taken lightly. Non-compliance can result in financial penalties, the shutdown of key operations, or legal disputes that jeopardize the viability of the company.
Therefore, rather than a regulatory requirement, corporate compliance should be viewed as a preventive strategy that safeguards the legal integrity of the organization.
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