Simons He indicated that they were surprised by the announcement of April 13, when he communicated to the market that Telefónica Hispanoamérica – proprietary of the actions of Telefónica del Perú (TDP) – transferred the totality of its participation to the Integrated Techninternational Company (linked to the Argentine Fund Integra Capital) for just US $ 1 million. As noted, this operation was carried out without previously informing creditorsdespite the fact that any decision on the future of the company should be evaluated by the Board of Creditors of TDP.
“There was no minimum transparency. If a bankruptcy procedure begins (before sale, Telefónica presented to him INDECOPI A request to take advantage of an ordinary bankruptcy procedure) The first thing a debtor must do is talk with the main creditors. If that request is submitted to INDECOPIIt means that the company’s destination will be subject to the decision of the creditors. However, Telephone Latin America acted in a opposite way given that the creditors expected the admission (of the ordinary bankruptcy procedure by INDECOPI and the call of the Board of Creditors to decide the future of the company. However, in the midst of this process, he sold his complete participation to Integra Tec without being communicated either before or after the creditors”He said.
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Following this situation is that, The bonists decided, “In protection of the real value of the company”, To go to the Judiciary with a lawsuit of amparo, presented on April 16 before the tenth Permanent Constitutional Court of Lima, which was admitted to process on May 5. With this judicial measure, he explained Simonsit is sought that Telephone Latin America refrain from transferring the actions of TdP a Integra TecInternational and that the sales process that was completed, in the opinion of the legal representative of the creditors, for an irisarioral price, irregularly and constituting an abuse of the right of transfer of shares.
“(Is this possible taking into account that the sale has already been completed?) That is the risk that both the seller and the buyer assumed when the transfer behind the creditors. This can have judicial consequences. The judge could determine that there was an abusive exercise of the right and, consequently, allow the Board of Creditors to rule on the transfer, deciding whether or not they approve it. The creditors have that right, since they acquired Telefónica de Perú bonds while Telefónica Latin America was their only shareholder”He stressed.
In that line, he stressed that the judicial process initiated by the creditors “It does not constitute an act of harassmentbut a legitimate defense of their rights since they were not heard and were surprised overnight with a transfer of this magnitude. This is the minimum exercise of your right To preserve the value of the company”.
In this regard, the jurist stressed that amparo demand seeks to protect various rights than “They have been violated with the transfer of shares of the company”In the first place, the Constitutional Court is requested to declare that Telephone Latin America He abusively exercised his right to transfer actions. While this right assists him as a majority shareholder, the legal representative of the creditors alleges that said exercise was disproportionate and harmful to third parties, specifically for the corporate bond holders issued in 2019.
The main questioning falls on the buying company, integrates Tecinternational. “This was constituted just one month before the transaction in Panama, with a share capital of only US $ 10,000 and two Panamanian citizens as shareholders. In addition, its corporate purpose is not linked to telecommunications, but to financial activities, which generates doubts about its ability to operate a company the size and importance of Telefónica del Perú“, argument.
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According to the lawyer, Telephone Latin America He took advantage of a temporary vacuum generated between the communication of the start of the ordinary bankruptcy procedure (initially presented) and its formal admission by Indecopi, to specify the sale in a surprising way. The operation was communicated to the market on Sunday, April 13, in what he described as “An attempt to avoid the formation of a Board of Creditors”.
The second axis of the demand, he said, is the protection of property right, since the transfer could put at risk the possibility of recovering the acquired bonds. Finally, the appeal is requesting the intervention of constitutional justice in consumer protection “By warning that the buying company does not have the technical or operational capacity to manage a telecommunications company”.
Specifically: The main objective of the amparo is to prevent the rights of the creditors being affected and ensure that any decision on the future of Telefónica del Perú be taken by a properly formed creditors. To do this, the judge has been asked that the transfer of shares does not have effects until said Board is installed. It has also been requested that Telephone Latin America He refrains from perfecting the operation, and that the formalization of the sale in protection of the more than 13 million users who depend on the service of the company is suspended.
He jurist considered that the first instance sentence could take up to one yearsince the right to defense of the parties involved must be respected. Also warned that if the INDECOPI will admit the preventive bankruptcy procedure – for which it has a term until September— A Board of Creditors would not be formed, which would leave the main bonds, such as the AFPs, outside the key decisions about the future of the company. “What they are looking for is to keep control without paying, moving the creditors”He said.
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Given that scenario, he said that they will legally oppose the process before INDECOPIalthough he avoided detailing the legal strategy they will use in case it is admitted. “The change of an ordinary bankruptcy procedure is absolutely questionable. We consider that this turn is inadmissible and we will argue before INDECOPI. It is not serious to start an ordinary contest and, a few days later, go to a preventive one. The objective, as can be noted, is clear: to avoid the formation of the Board of Creditors”held.
- The beautiful involved: The demand for amparo against Telefónica Hispanoamérica was presented by a group of institutional creditors, including Profuturo AFP, AFP Integra, AFP Prima, General Fund Administrator currency, Rimac Seguros and Reaseguros, Integuro Insurance Company, Pacific Insurance and the positive safe and reinsurance. All these entities are bond holders issued by Telefónica del Peru.
- Audience date: Single hearing has been set for March 26, 2026 at 10:00 am, which will be held virtually.
- Discharges: The court ordered the transfer of the lawsuit and its annexes to the defendant, Telefónica Hispanoamérica, granting a period of ten business days to respond.
