The start of a new year brings regulatory changes and case law precedents that directly impact how companies manage their legal risks, structure their operations, and make strategic decisions. In this edition of Visión Casahierro, we present an overview of the key regulatory developments and precedents shaping the legal agenda for 2026 across various areas of law.
- In the real estate and municipal sector, we analyze why real estate due diligence should no longer be viewed as a reactive process but rather embraced as a legal prevention tool that safeguards the viability of any project.
- In labor and social security matters, we review two important Supreme Court rulings that clarify, on the one hand, the criteria for the validity of contracts for specific work or services—even for routine tasks—and, on the other hand, the parameters that must be applied to quantify lost profits in cases of dismissals that violate fundamental rights.
- In the corporate sphere, we discuss the new precedent set by the Registry Court that allows for the correction of formal omissions in the registration of the dissolution of corporations and EIRLs, providing greater predictability to the registration process.
- From a Tax perspective, we highlight the obligation to declare the Ultimate Beneficial Owner for companies with revenues between 50 and 100 UIT and the new deadlines established by SUNAT, as well as the penalties for noncompliance.
- In Infrastructure and Construction, we address one of the most significant changes in the new framework for Public-Private Partnerships: the binding authority to interpret contracts granted to Public Project Owners and the potential scenarios this creates for investors.
- In the field of Dispute Resolution and Arbitration, we examine the recent ruling by the Constitutional Court ordering the Ministry of Economy and Finance (MEF) to approve a new methodology for the payment of agricultural debt bonds, as well as the setting of the URP value and its impact on procedural costs for 2026.
- From the perspective of Personal Data Protection, we analyze the introduction of a new cybercrime related to the acquisition, possession, and illicit trafficking of data, thereby strengthening criminal protection of the right to informational self-determination.
- Finally, in Compliance, we discuss the importance of correctly identifying predicate offenses within the SPLAFT framework for proper Suspicious Transaction Reporting (STR), thereby strengthening the traceability of funds and the prevention of risks linked to organized crime.
Each of these topics reflects how regulatory and jurisprudential developments require a preventive, strategic, and up-to-date approach to the law, aimed not only at complying with current regulations but also at anticipating contingencies and protecting the sustainability of business operations.
Real Estate Remediation: A Formality or Legal Prevention?
In practice, real estate title clearance is often viewed as a secondary formality, resorted to only when unavoidable—such as when applying for a permit, negotiating a sale, or dealing with disputes with neighbors. When that happens, it ceases to be a preventive tool and becomes a corrective measure, generally accompanied by higher costs and legal contingencies. However, from a legal perspective, real estate title clearance is not limited to getting the paperwork in order. Its true objective is to reduce the legal risks associated with real property, ensuring consistency among three fundamental realities:
- Registration reality: the information contained in the property registry entry (ownership, area, boundaries, encumbrances, liens, and rights enforceable against third parties).
- Physical reality: the physical condition of the property (actual location, dimensions, boundaries, existing structures, and actual use of the land).
- Municipal reality: the administrative status of the property (zoning, compatible uses, permits, and urban planning and building regulations)
When any of these aspects do not align with the others, we consider the property to present a legal contingency scenario.
In professional practice, it is common for real estate due diligence to be underestimated because the property appears to be in order: it has a registry entry, a visible structure, or even a building permit. However, experience shows recurring scenarios such as registered owners who do not match the actual owners, areas or boundaries that differ from those on record, or existing structures that were never officially declared.
Added to this are less common contingencies with significant legal implications, such as duplicate land registry entries, graphic misalignments, graphic overlaps, or incompatible land uses.
From a legal perspective, real estate due diligence serves a function similar to that of a preventive legal audit. A properly vetted property:
- Reduces the likelihood of administrative nullities.
- Facilitates the obtaining and maintenance of permits.
- Provides greater predictability in contractual transactions.
- Prevents future conflicts between private parties or with the government.
Therefore, rather than merely a procedural step, due diligence should be understood as a strategic decision for legal prevention.
A recurring question in practice is, Could this have been avoided? In most cases, the answer is yes. Real estate title clearance does not create conflicts; it prevents them. Postponing it does not eliminate the problem; it merely transforms it, making it more complex and costly.
Once its true role is understood, real estate restructuring ceases to be a mere formality and becomes a tool that protects property rights (including the right to use, enjoy, and dispose of the property) and the viability of any real estate project. Those who incorporate it early on view it as an investment. Those who ignore it tend to face it only when their room for maneuver is already minimal.
Legal prevention in real estate is not an expense; it is an investment resulting from a decision that makes the difference between a viable project and a future problem.
The Supreme Court clarifies that a contract for a specific project or service applies even to routine work
In Labor Cassation Case No. 31338-2023-Piura, on August 11, 2025, the Fourth Chamber of Constitutional and Transitional Social Law of the Supreme Court defined the scope of the Contract for a Specific Project or Service. In particular, it notes that this type of contract may be used even when the tasks are routine or ordinary within the company, provided they are of a temporary nature. To safeguard the principle of causality, the Chamber emphasizes that there must be a direct connection between the activity and the duration of the contract, and that the objective cause must have been established in advance (that is, based on a master contract signed beforehand).
Likewise, the Court clarifies that this type of contract should not be used when the work or service has no fixed term, since temporary employment requires a fixed duration. In this regard, it emphasizes that a generic justification is not sufficient: it must be explained why the stated reason warrants a fixed-term contract rather than an indefinite one.
Finally, the ruling reiterates that there are two requirements for the validity of a Contract for a Specific Project or Service: (i) that the subject matter be previously established, and (ii) that it be for a fixed term, directly related to the contracted project or service.
The Supreme Court Establishes Criteria for Quantifying Lost Profits in Dismissals That Violate Fundamental Rights
In Labor Cassation Case No. 4228-2023-La Libertad, on August 8, 2025, the Fourth Chamber of Constitutional and Transitional Social Law of the Supreme Court established parameters for quantifying lost profits resulting from dismissals that violate fundamental rights. As a premise, it specifies that the legal system offers two avenues for compensation with the same purpose: (i) lost wages governed by Article 40 of the Labor Productivity and Competitiveness Act (labor protection) and (ii) lost earnings governed by Article 1321 of the Civil Code (civil protection). Although they have different legal bases, the Court emphasizes that both seek to remedy the same financial harm: lost income resulting from a dismissal that lacks legal validity, and the worker may choose either remedy.
Furthermore, the Court clarifies that lost earnings are not limited to base pay but also include other ordinary employment income (allowances, bonuses, among others), provided they result from the unlawful dismissal.
The core of the ruling is the correct application of Article 1332 of the Civil Code. The Court specifies that lost earnings should not be calculated as an automatic arithmetic total of all income foregone from the date of termination until reinstatement. Rather, when the damages cannot be proven in a precise amount, the judge must determine them based on equity, weighing objective factors (actual regular compensation, the actual duration of the dismissal, the specific circumstances of the case, etc.).
Finally, the Chamber notes that to quantify lost earnings, it is not sufficient to consider only the remuneration and the period of termination, but also the circumstances of the proceedings. In particular, periods of procedural inactivity not attributable to the parties should not be automatically attributed to the employer, as this would be contrary to the principle of equity and the exclusion of liability for causes not attributable to the employer.
Registration of the Dissolution of a Corporation or an EIRL: Failure to meet any of the requirements established by law constitutes a correctable defect
On January 7, a new binding precedent was published in El Peruano, approved at the ordinary session No.312 Plenary Session of the Registry Court, which allows for the rectification of deficiencies in the submission of requirements mandated by law; the omission of such requirements does not constitute an irremediable defect that affects the validity of the title’s content.
Some comments on this new precedent:
- In practice, this precedent establishes that, in the event of the omission of any of the legal requirements in the certificates of dissolution of limited liability companies or sole proprietorships, such omissions may be corrected within the registration procedure. This is important because, in some cases, such an omission had been interpreted as an irremediable defect when it compromised the validity of the act.
- In my view, this precedent is sound, as it standardizes and provides predictability regarding the registrar’s approach to documentary omissions in dissolutions; however, its application requires precise assessment to avoid undermining the principle of legality.
- The precedent is based on three rulings by the Registry Court from 2025, which establish that the failure to submit the affidavit signed by the liquidator indicates that the title suffers from a correctable defect. It is also based on the following provisions: Article 421 of the General Companies Law and Article 91 of Decree-Law 21621 (EIRL).
Effective Date: This precedent is mandatory as of January 8, 2026.
Ultimate Beneficial Owner Declaration for Companies with Net Income Between 50 and 100 UIT
Legislative Decree No. 1372, published on August 2, 2018, the obligation was established for legal entities and/or legal bodies to declare and report to SUNAT the identification of their respective Beneficial Owners (“BO”). This obligation remains in effect even if the Company is in the process of liquidation. The obligation includes identifying, obtaining, updating, reporting, retaining, and providing information on beneficial owners, including supporting documentation.
Note that taxpayers who qualified as “Major Taxpayers” were required to file the beneficial owner declaration by December 2019. Subsequently, the Tax Administration published a new timeline for all other companies with revenues exceeding S/ 1,380,000 and/or for legal entities that were required to file the return according to that timeline between April 2022 and September 2024.
The Tax Administration, in Resolution No. 000168-2025/SUNAT published a third schedule with new brackets and deadlines for companies with lower revenues, as follows:
As can be seen, companies whose net income exceeded 100 UIT during the 2024 fiscal year were required to comply with this obligation by November 2025. Likewise, companies with net income between 50 and 100 UIT earned during the 2024 fiscal year were required to meet this obligation according to the due dates of their monthly payments for the period ending in December 2025, that is, with due dates ranging from January 16 to 23 of this year (depending on the last digit of the RUC).
It should be noted that failure to file the aforementioned return will result in penalties, whether due to non-filing or incomplete filing, with the penalty amounting to 0.6% of Net Income (not less than 5 UIT, nor more than 50 UIT). However, a 100% reduction in this penalty applies if the omission is voluntarily corrected.
The Binding Interpretation of Clauses in Public-Private Partnership Contracts.
On December 24, 2025, Supreme Decree No. 316-2025-EF entered into force, approving the Regulations (hereinafter, the “Regulations”) of the Law governing the promotion of private investment through Public-Private Partnerships and Asset-Based Projects (Law No. 32441) (hereinafter, the “PPP Law”). The publication of the Regulations marked the entry into force of this new legal framework, which will govern projects under Public-Private Partnerships (hereinafter “PPPs”).
This legal framework introduced significant changes to how projects under PPPs are implemented. Among the most notable and important changes introduced is the authority to interpret the contract that this regulation grants to the Public Entities Responsible for the Projects (hereinafter “EPTP”):
Pursuant to paragraph 7.1(2) of Article 7 of Law No. 32441:
“Article 7. Public Project-Owning Entities
7.1 Proinversión, the Ministry, the Regional Government, and the Local Government assume the role of public project-owning entities and perform the following functions:
[…]
2. Interpret the clauses of the contracts they have entered into, in accordance with the applicable legal framework.” (Emphasis added.)
This has been supplemented by Article 22 of the Regulations:
“Article 22. Interpretation of PPP Contract Clauses
22.1. The EPTPs shall interpret the clauses of the PPP Contracts they have entered into in accordance with the provisions of paragraph 7.1(2) of Article 7 of the Law. Such interpretation is binding on the Parties, but does not limit the Investor’s right to resort to the dispute resolution mechanisms established in the respective PPP Contract.
[…]” (Emphasis added.)
This authority granted to the EPTP by the new legal framework appears to be intended to provide PPP projects with a legal tool to resolve disputes between the Parties arising from ambiguities in a clause of the Contract. While this authority can indeed provide swift resolutions to disputes in a project, it can also create problems if exercised improperly.
Fortunately, the new legal framework allows the outcome of this unilateral interpretation by the EPTP to be subject to dispute resolution mechanisms. In this regard, we find that a form of review is being established, in which a dispute resolution body (JRD) or arbitral tribunal may set aside or modify the EPTP’s interpretation. Thus, the statements made by the entities do not end up being entirely binding, and there is a clear limitation on this conferred authority. This could create a scenario detrimental to investments, as it generates uncertainty regarding the effects of the interpretation should it be submitted to a dispute resolution mechanism, for the duration of that process.
As is often the case with any new legal tool, its application over time will reveal whether it is effective or not. In the short and medium term, it is important for concessionaires and subcontractors to understand the scope of this new authority granted to EPTPs and to be prepared to take the necessary measures to protect their investments.
If you are interested in participating or are already involved in any stage of a PPP project, we invite you to contact us. We are prepared to support you throughout your project and ensure the profitability of your investment.
Constitutional Court Orders the Ministry of Economy and Finance to Approve New Methodology and Procedure for the Payment of Agricultural Debt Bonds
Case No. 01350-2024-PA/TC
The Constitutional Court (TC) upheld a petition for constitutional protection filed against the Ministry of Economy and Finance (MEF), ordering that, within sixty (60) days, issue a Supreme Decree approving a new adjustment methodology and an administrative procedure for the registration and payment of agrarian debt bonds arising from expropriations carried out under the agrarian reform.
Furthermore, the TC declared Annex 1 of Supreme Decree No. 242-2017-EF inapplicable, finding that the valuation formula contained in that annex contravenes the value-based principle established in the court’s own precedents. The Court warned that this methodology could produce results that are merely nominal or even nullifying, resulting in values equivalent to S/ 0.00, which distorts the nature of the compensation and renders the constitutional guarantee of the right to property meaningless, with a materially confiscatory effect.
In this regard, the Constitutional Court clarified that the contested formula violates the value-based principle established in Order No. 00022-1996-AI/TC, according to which the adjustment of the debt must preserve its real value and not be limited to a nominal equivalence. This implies that the payment must reflect the updated economic value of the bonds and their interest, ensuring fair compensation. The Court recalled that, in that precedent, the scheme provided for in Law No. 26597 was declared unconstitutional; that law converted amounts to dollars by applying the 1991 exchange rate, as if all expropriations had occurred in that year, specifying that the valuation must be based on the date of issuance of the bonds.
Judiciary Sets the Value of the URP and Approves Court Fees for 2026
The Executive Council of the Judiciary set the value of the Procedural Reference Unit (URP) for the year 2026 at S/ 550.00, an amount equivalent to 10% of the Tax Unit (UIT), whose value was set at S/ 5,500.00 by Supreme Decree No. 301-2025-EF.
The measure was formalized through Administrative Resolution No. 000481-2025-CE–PJ, published in the official gazette El Peruano, and serves as the basis for determining court fees for the year 2026. This adjustment is important for litigants and legal practitioners in planning their litigation costs, since the URP is a unit of value used by the Judiciary as a benchmark for calculating court fees, such as fees for filing appeals, procedural actions, and other items related to access to and processing of judicial proceedings. Its purpose is to standardize and periodically update these costs, maintaining a reference linked to the value of the UIT.
Publication of Legislative Decree No. 1700, which amends Law No. 30096, the Cybercrime Law, by incorporating the offense of the unlawful acquisition, possession, and trafficking of computer data
This addition is an important step toward strengthening criminal protection of the fundamental right to personal data protection and the right to informational self-determination. This amendment has been proposed in accordance with the principles and provisions of the Personal Data Protection Act and its Regulations, criminalizing not only the illegal acquisition of computer data but also subsequent stages in the chain of improper processing, such as the unlawful possession or trafficking of personal data obtained without the data subject’s consent or through the breach of security systems.
In this regard, the provision strengthens the principle of consent—the cornerstone of the personal data protection regime—by classifying knowledge of or a reasonable presumption regarding the unlawful origin of the data as a criminal offense.
On the other hand, the provision excluding criminal liability is a necessary element of harmonization with the regulations, as it expressly recognizes the cases of legitimate processing of personal data provided for in the Personal Data Protection Act, as well as the processing of data resulting from the execution of judicial or administrative orders and from the legitimate exercise of fundamental rights or functions recognized by law.
In conclusion, this regulation significantly strengthens the personal data protection system in the criminal sphere, thereby helping to deter conduct that threatens informational self-determination.
The Importance of Money Laundering and Terrorist Financing (ML/TF) Predicate Offenses for Proper Reporting of Suspicious Transaction Reports (STRs)
Within the framework of the System for the Prevention of Money Laundering and Terrorist Financing (SPLAFT), the reporting of suspicious transactions by Regulated Entities (SO) is not limited to identifying red flags associated with the crimes of money laundering and terrorist financing. This duty also includes the detection and reporting of information related to the so-called “predicate” offenses of ML/TF—that is, the illicit activities that generate the funds involved, such as:
- Corruption
- Drug trafficking
- Illegal mining
- Human trafficking and the smuggling of migrants
- Tax fraud
- Smuggling
- Environmental crimes
- Fraud and scams
- Other predicate offenses linked to the generation of illicit assets
Under this approach, the analysis goes beyond merely observing unusual financial transactions—such as split deposits, repeated transfers without economic justification, the use of intermediaries, or complex corporate structures—and incorporates elements that help identify the possible criminal origin of the funds. In this way, the SPLAFT strengthens the traceability of funds, the analysis of criminal patterns and typologies, and financial intelligence, enabling a more effective, preventive, and coordinated response to the risks posed by organized crime and other forms of complex criminal activity.
For more information or if you have any questions, our compliance team is available to provide the necessary support.
