Santamarina y Steta in Mexico City, Carey in Chile and
Muñiz Ramírez Pérez-Taiman & Olaya in Lima
have helped Mexican department store chain Liverpool acquire a
majority stake in Chilean counterpart Ripley.
The Calderon Volochinsky family, with help from Cariola,
Díez, Pérez-Cotapos & Cía Ltda in
Santiago, agreed to sell their 53 per cent stake in Ripley for 813
billion Chilean pesos (US$1.2 billion) on 7 July. The deal is
expected to receive regulatory approval within weeks.
Ripley has maintained a diverse business portfolio, despite
exiting Colombia earlier this year after posting net losses of
around US$70 million in 2015. As well as owning 69 stores in Chile
and Peru, the company offers financial services and manages
The deal is one of the largest cross-border acquisitions to take
place in Latin America this year. It follows a trend that has seen
large companies consolidate their assets in the region and look for
cost efficiencies, as a means to see out a period of sluggish
The transaction also highlights increasing commercial
integration between countries in the Pacific Alliance, a trade bloc
made up of Chile, Mexico, Colombia and Peru. It comes after Mexican
retail company Femsa acquired a majority stake in the owner of
Chilean pharmacy chain Cruz Verde in 2015.
Cariola Díez is regular counsel to Ripley, recently
helping the retailer up its stake in Chilean shopping mall company
Mall Viña del Mar.
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The Panamanian Law 52 of October 27, 2016 (the "Law"), which relates to accounting records and the annual franchise tax of Panamanian entities (corporations and foundations), came into effect on 1 January 2017.
Por medio de Oficio 220-047982 del 29 de Febrero de 2016, la Superintendencia de Sociedades estableció que el domicilio del representante legal de una sociedad nacional debe corresponder a un lugar determinado dentro territorio nacional.
In order to remunerate the invested capital, Brazilian companies are allowed to distribute earnings to their shareholders in the form of dividends or under the concept of interest on net equity (juros sobre o capital próprio – JCP).
Investments by foreign investors in Brazilian financial and capital markets are regulated by the National Monetary Council (the "CMN"), the Brazilian Securities and Exchange Commission (the "CVM") and the Brazilian Central Bank ("Central Bank").
In 2014, the Brazilian Securities and Exchange Commission presented to a public hearing a draft of an Instruction that proposes to change the definition of the category of "qualified investors" of CVM Instruction No. 409.
The commercial agency contract, according to the Brazilian Legal System, is provided for by articles 710 to 721 of the Civil Code.
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