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Business & Corporate

M&A and Due Diligence in Chile

Buying a Chilean company means inheriting its labor, tax and regulatory history. We find it, price it, and put it in the contract.

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Overview

What this involves

Chilean acquisitions carry risks that do not always appear in the financial statements. Labor contingencies are the classic example: a workforce hired under arrangements that a court would recharacterize can generate liabilities that dwarf the purchase price adjustment being argued over.

Our diligence is written to be used, not filed. Every finding comes with an assessment of likelihood, an estimate of exposure, and a specific recommendation — walk away, adjust price, take a warranty, require a pre-closing fix, or accept it knowingly.

What we handle

Corporate diligence

Ownership chain, capital history, bylaws, powers of attorney, shareholder agreements and whether the people signing can actually sign.

Labor diligence

Contracts, working-time records, contractor arrangements at risk of recharacterization, terminations, union agreements and pending claims.

Tax and contractual review

Filing history, contingencies, and the material contracts — with particular attention to change-of-control and termination clauses.

Regulatory and permits

Sector authorizations, environmental obligations and compliance status, including exposure under Law 20.393.

Transaction documents

Purchase agreement, warranties and indemnities, escrow and conditions precedent, drafted to reflect what diligence actually found.

From anywhere

How we run this for a client abroad

Assessment first

You send the documents you have. We tell you what applies, what it costs and how long it takes — before you commit to anything.

Power of attorney

Granted at a Chilean consulate or apostilled where you live. It lets us act for you in Chile without you travelling.

We file, you get updates

Our attorneys handle the filings and appearances in Chile. You get plain-English updates at every stage.

FAQ

M&A and Due Diligence — common questions

What English-speaking clients ask us most about this specific service.

Should I buy the shares or the assets?

It is the first question, and it is rarely neutral. A share purchase carries the company's entire history with it, including liabilities nobody has discovered yet; an asset purchase leaves more behind but is more complex to execute and can trigger its own labor and tax consequences. Diligence findings often decide the structure rather than the other way around.

How long does due diligence take?

A focused review of a small operation is a matter of weeks. A broader review of a company with staff, permits and litigation takes longer, and we normally phase it so deal-breakers surface early rather than in the final report.

What do you do about problems you find?

Each finding gets a route: fix before closing, adjust the price, cover it with a specific indemnity, hold escrow against it, or accept it. What we will not do is bury a material contingency in an appendix and let it be signed around.

Do you work alongside our US counsel?

Routinely. The usual division is that your counsel runs the transaction and we cover the Chilean legal position, feeding into the same documents. We report in English so nothing is lost between the two teams.

Talk to a Chilean lawyer about M&A and due diligence in Chile

Get an initial assessment in English — confidential, with no obligation.

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WhatsApp+56 9 5217 5304

Emailhola@oklegal.cl

HoursMon–Sat 09:00–20:00