Countries › Peru › Guide › 4. Entities and setup › Annual corporate and tax compliance for a Peruvian company: meetings, reserves, books, returns and registry filings

Annual corporate and tax compliance for a Peruvian company: meetings, reserves, books, returns and registry filings

Last verified: 2026-10-28 · Status: Stable

Each year a Peruvian company must hold its annual shareholders' meeting within three months of the 31 December year end to approve the financial statements and allocate profits, set aside 10 percent of distributable profit to the legal reserve until it reaches one fifth of capital and register changes of directors, managers or powers at SUNARP within thirty days. On the tax side it files monthly returns and income tax advances, the annual income tax return and its beneficial ownership updates, and keeps books scaled to its income: simplified up to 300 UIT and full accounting above 1,700 UIT. Losses that leave equity below one third of paid in capital are a ground for dissolution, and SUNAT can assess for four years, or six if no return was filed.

USD figures use S/ 3.452 per US dollar, the banking system selling rate published by the Superintendencia de Banca, Seguros y AFP for 27 October 2026, the latest value in the Banco Central de Reserva del Perú statistics series PD04640PD on the verification date. Fees stated as a percentage of the UIT use the 2026 UIT of S/ 5,500 (Decreto Supremo Nº 301-2025-EF, as cited by Resolución de Superintendencia Nº 000016-2026/SUNAT). Conversions are for orientation only.

Key facts

Annual shareholders' meeting deadline after year end	3 monthsLey 26887 art. 114, as of 2026-10-28 · in force
Legal reserve allocation of distributable profit	10 %Ley 26887 art. 229, as of 2026-10-28 · in force
Legal reserve cap	20 % of capitalLey 26887 art. 229, as of 2026-10-28 · in force
Deadline to request registration of corporate acts	30 daysLey 26887 art. 16, as of 2026-10-28 · in force
Net equity below which losses are a dissolution ground	One third of paid in capital Ley 26887 art. 407 num. 4, as of 2026-10-28 · in force
Monthly income tax advance (percentage method)	1.5 % of monthly net incomeTUO LIR art. 85 b), as of 2026-10-28 · in force
Income ceiling for simplified books	300 UITTUO LIR art. 65, as of 2026-10-28 · in force
Income above which full accounting is required	1700 UITTUO LIR art. 65, as of 2026-10-28 · in force
Tax assessment limitation period	4 (6 if no return filed) yearsCódigo Tributario art. 43, as of 2026-10-28 · in force
Fine for late tax return, business taxpayers	1 UITCódigo Tributario art. 176 num. 1, as of 2026-10-28 · in force

The rule

1. Annual meeting. The general meeting must meet at least once a year within the three months after the end of the financial year to rule on management and the prior year's results as shown in the financial statements, decide the use of profits, elect directors and set their pay where applicable, and appoint or delegate the appointment of external auditors. Notice must be published at least ten days before the annual meeting (in an S.A.C., by letter or email with proof of receipt).Ley Nº 26887, Ley General de Sociedades, Art. 114, art. 116 and art. 245, 1997-12-09 official text · verified 2026-10-28

2. Annual report and financial statements. After year end the board (or the general manager where there is no board) prepares the annual report (memoria), the financial statements and the proposal for applying profits, and makes them available to shareholders in time for the annual meeting. The memoria must cover significant investments, significant contingencies, important events after year end and other relevant information. Financial statements follow Peruvian legal provisions and generally accepted accounting principles.Ley Nº 26887, Ley General de Sociedades, Art. 221, art. 222, art. 223 and art. 247, 1997-12-09 official text · verified 2026-10-28

3. Legal reserve and dividends. At least 10 percent of each year's distributable profit after income tax goes to the legal reserve until it equals one fifth of capital. Dividends require profits or free reserves and net equity not below paid in capital; holders of 20 percent of voting shares can demand a cash dividend of up to half the prior year's distributable profit.
Example: Profit after tax S/ 400,000 and capital S/ 1,000,000 with a reserve of S/ 150,000: at least S/ 40,000 goes to the reserve, but only S/ 50,000 is still needed to reach the S/ 200,000 cap, so the reserve tops out within two such years. / Profit about US$115,874.86; minimum reserve allocation about US$11,587.49.Ley Nº 26887, Ley General de Sociedades, Art. 229, art. 230 and art. 231, 1997-12-09 official text · verified 2026-10-28

4. Losses. If the financial statements show a loss of half or more of capital, the board must immediately call a general meeting to report it; if assets are insufficient to cover liabilities, it must also call creditors and, where appropriate, seek insolvency within fifteen days of the call. Losses that reduce net equity below one third of paid in capital are a ground for dissolution unless covered or capital is increased or reduced enough.Ley Nº 26887, Ley General de Sociedades, Art. 176 and art. 407 numeral 4, 1997-12-09 official text · verified 2026-10-28

5. Registry upkeep. Appointments of directors, managers, liquidators and other representatives, grants of powers, and their revocation, resignation or change must be registered at SUNARP in the company's domicile on a certified copy of the minutes, and registration must be requested within thirty days of the act or approval of the minutes. The SUNARP fee for appointments is 0.36 percent of the UIT plus 0.24 percent of the UIT.
Cost to do it: Each appointment filing S/ 33 (about US$9.56).Ley Nº 26887, Ley General de Sociedades; Texto Único de Procedimientos Administrativos de la SUNARP, approved by Decreto Supremo Nº 008-2004-JUS, LGS art. 14 and art. 16; TUPA 3.1 procedure 2, 1997-12-09 official text · verified 2026-10-28

6. Annual income tax return and monthly advances. Taxpayers with taxable income must file an annual return for each tax year in the form and by the dates SUNAT sets. Companies pay monthly advances equal to the higher of the prior year's tax to income coefficient applied to monthly net income or 1.5 percent of monthly net income.Texto Único Ordenado de la Ley del Impuesto a la Renta, Decreto Supremo Nº 179-2004-EF, Art. 79 and art. 85, 2004-12-08 official text · verified 2026-10-28

7. Books and records. Business taxpayers with gross annual income up to 300 UIT must at least keep a sales register, a purchases register and a simplified journal; those from 300 UIT to 1,700 UIT keep the books SUNAT specifies; all others must keep full accounting.
Example: In 2026, 300 UIT = S/ 1,650,000 and 1,700 UIT = S/ 9,350,000. / About US$477,983.78 and US$2,708,574.74.Texto Único Ordenado de la Ley del Impuesto a la Renta, Decreto Supremo Nº 179-2004-EF, Art. 65 (text by Decreto Legislativo Nº 1269), 2004-12-08 official text · verified 2026-10-28 · changed: Decreto Legislativo Nº 1269 (20 Dec 2016) raised the simplified books threshold from 150 UIT to 300 UIT from 1 Jan 2017.

8. Tax registration, electronic mailbox and limitation. Taxpayers must register with SUNAT, obtain the Clave SOL that gives access to their electronic mailbox and check it periodically, and keep their data updated. SUNAT's power to assess, collect and sanction lapses after four years, or six years for those who did not file the return, and ten years where a withholding agent did not pay over tax withheld.Texto Único Ordenado del Código Tributario, Decreto Supremo Nº 133-2013-EF, Art. 43 and art. 87 numeral 1, 2013-06-22 official text · verified 2026-10-28

9. Late filing fines. For companies with business income, Table I of the Tax Code fines failure to file returns that determine tax within the deadline at 1 UIT (art. 176 numeral 1) and failure to file other declarations, such as informative returns, at 30 percent of the UIT (numeral 2).
Cost to do it: 1 UIT = S/ 5,500 (about US$1,593.28); 30 percent of the UIT = S/ 1,650 (about US$477.98), before graduality reductions.Texto Único Ordenado del Código Tributario, Decreto Supremo Nº 133-2013-EF, Art. 176 numerals 1 and 2, Table I, 2013-06-22 official text · verified 2026-10-28

When	What	Rule
Every month	Tax returns and income tax advance per SUNAT schedule	LIR art. 85
By SUNAT's annual dates	Annual income tax return	LIR art. 79
By 31 March	Annual meeting approves financial statements and profit allocation	LGS art. 114
At the annual meeting	10% to legal reserve until 20% of capital	LGS art. 229
Within 30 days of each change	Register directors, managers and powers at SUNARP	LGS art. 16
When owners change	Updated beneficial ownership declaration (Form 3800)	RS 185-2019/SUNAT art. 9

Calendar year compliance map for a Peruvian S.A.C. or S.A. (31 December year end)

Worked example

A foreign owned S.A.C. with revenue of S/ 12,000,000 (about US$3,476,245.65) is above 1,700 UIT (S/ 9,350,000) and must keep full accounting. It pays monthly advances, holds its annual meeting by 31 March, allocates 10 percent of profit to the reserve, registers its new general manager at SUNARP for S/ 33 and files the annual return by SUNAT's deadline; filing it late would cost S/ 5,500 before reductions.

Step by step

Close the books for the year and prepare the financial statements and memoria.
Call the annual meeting (publication for an S.A.; letter or email with receipt for an S.A.C.) at least ten days ahead.
Hold the meeting by 31 March; approve accounts, reserve, dividends and any board election; record minutes in the legalised book.
File any appointment or power changes at SUNARP within thirty days.
File the annual income tax return and keep paying monthly advances; review the beneficial ownership declaration for changes.
Check the SUNAT electronic mailbox regularly, as art. 87 of the Tax Code requires.

Common traps

The Tax Code obliges companies to check their SUNAT electronic mailbox periodically; assign someone to do it.
Changes of managers or powers that are not registered within thirty days create authority problems with banks and counterparties.
Dividends paid while equity is below paid in capital are unlawful under art. 230.
Repeated losses can push equity below one third of paid in capital, a statutory dissolution ground, so plan capital injections or reductions.
Moving above 300 UIT or 1,700 UIT of income changes the books required for the following year.

Sources

← Beneficial ownership declaration in Peru: who counts, Form 3800, deadlines and penaltiesIncorporation checklist for a foreign owned company in Peru: steps, documents, timeline and registry costs →

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