Best Structured Finance Lawyers in Peru

About Structured Finance Law in Peru, United States

Structured finance refers to complex financial transactions that go beyond conventional lending or investment methods. It involves the pooling of financial assets and the creation of securities tailored to meet specific investment or funding needs. In both Peru and the United States, structured finance plays a vital role in supporting various sectors, including banking, real estate, infrastructure, and trade.

In the United States, structured finance is a mature sector encompassing sophisticated arrangements like securitizations, collateralized loan obligations (CLOs), and asset-backed securities (ABS). Meanwhile, Peru’s structured finance market is steadily growing, especially in areas like project financing and infrastructure development, in alignment with the country's expanding economic landscape.

Why You May Need a Lawyer

Structured finance transactions are highly complex and require navigating intricate legal, regulatory, and financial frameworks. Common scenarios where you may need legal help include:

• Structuring or investing in asset-backed securities
• Arranging project or infrastructure financing involving multiple stakeholders
• Securitizing assets such as mortgages, loans, or receivables
• Handling cross-border financing involving Peruvian and United States entities
• Addressing regulatory compliance and disclosure requirements
• Negotiating and drafting contracts or offering documents
• Resolving disputes related to structured finance products

Legal advice can help anticipate and mitigate potential risks, ensure compliance with local and international regulations, and protect your interests during negotiations and transactions.

Local Laws Overview

United States: The United States has a well-established regulatory framework for structured finance, primarily governed by federal laws such as the Securities Act of 1933, Securities Exchange Act of 1934, and rules set by the Securities and Exchange Commission (SEC). Key legal aspects include disclosure requirements, investor protection rules, and the use of special purpose vehicles (SPVs) to isolate financial risks. State laws can also impact certain structured finance transactions.

Peru: In Peru, the legal framework is shaped by the Civil Code, Securities Market Law, and regulations set by the Superintendencia del Mercado de Valores (SMV). Structured finance transactions often involve the establishment of trusts (fideicomisos) or issuance of securities backed by loans or receivables. The Peruvian market is also influenced by international standards and best practices, particularly for cross-border transactions.

In both countries, regulations focus on transparency, creditor protection, proper risk allocation, and investor safeguards. Documentation and due diligence are especially critical in navigating these laws successfully.

Frequently Asked Questions

What is structured finance?

Structured finance refers to the design and implementation of complex financial products or transactions that use securitization, pooling, and repackaging of financial assets to achieve specific funding or investment objectives.

What are common types of structured finance transactions in Peru and the US?

These include securitizations, collateralized debt obligations, project finance (especially for infrastructure), asset-backed securities, and the creation of trusts or special purpose entities.

What role does a special purpose vehicle (SPV) play in structured finance?

An SPV is a legal entity created to isolate risk from the parent company. In structured finance, SPVs hold assets backing the issued securities and ensure bankruptcy remoteness.

Is structured finance regulated differently in Peru and the United States?

Yes. The US has extensive federal regulations and SEC oversight, while Peru’s framework is guided by local laws and the SMV. Both countries follow international standards for transparency and investor protection.

How are risks managed in structured finance transactions?

Risks are managed through due diligence, proper structuring of contracts, insurance, use of guarantees, and clear allocation of roles and responsibilities among stakeholders.

What documentation is typically involved?

Key documents include offering memoranda, trust agreements, security agreements, loan or asset contracts, and disclosure statements detailing risk factors and recourse.

Can foreigners participate in structured finance deals in Peru?

Yes, foreigners can participate subject to Peruvian regulations on foreign investment, reporting, and currency controls. Legal guidance is important for compliance.

What are the tax considerations in structured finance deals?

Tax implications can be complex and may involve withholding taxes, treatment of interest income, and transfer pricing rules. Both countries have specific tax laws for financial products that should be reviewed with legal and tax advisors.

How can disputes in structured finance be resolved?

Disputes are often resolved through negotiation, mediation, arbitration (sometimes in international forums), or litigation in courts of the relevant jurisdiction.

Do I need ongoing legal support after closing a structured finance transaction?

Yes, ongoing support may be needed for compliance, amendments, regulatory filings, and management of ongoing obligations and risk monitoring.

Additional Resources

For further information and assistance, the following institutions and organizations are useful:

• Superintendencia del Mercado de Valores (SMV) - Peru’s securities regulator
• Securities and Exchange Commission (SEC) - United States financial markets regulator
• Superintendencia de Banca, Seguros y AFP (SBS) - Oversees financial and insurance institutions in Peru
• Mortgage Bankers Association (MBA) - US association for structured finance professionals
• Asociación de Bancos del Perú (ASBANC) - Represents banking sector interests in Peru
• International Swaps and Derivatives Association (ISDA) for global market practices
• International Finance Corporation (IFC) - For best practices and reports on structured finance in emerging markets
• Local law firms specializing in banking and finance

Next Steps

If you need legal assistance with structured finance in Peru or the United States, consider the following steps:

• Identify the nature and scope of your project or transaction
• Gather all relevant financial and contractual documents
• Consult with a qualified lawyer or law firm with expertise in structured finance and cross-border transactions
• Discuss your objectives, timelines, and any concerns regarding compliance or risk
• Establish clear terms of engagement and request a roadmap of legal actions, deadlines, and cost estimates
• Stay informed on regulatory updates that might impact your transaction
• Maintain ongoing communication with your legal counsel for proactive risk management and compliance

Engaging professional legal advice early in the process will help ensure your structured finance transactions are secure, compliant, and aligned with your business objectives in both Peru and the United States.