Corporate Lawyer — Puerto Rico

Job Title: Corporate Lawyer — Puerto Rico
Location: Puerto Rico (San Juan preferred)
Type of Contract: Independent Contractor — Monthly payments, Full-Time 
Salary Range: Market Rates
Language Requirements: Professional fluency in English and Spanish, written and spoken

Our client is seeking a skilled Corporate Lawyer with strong Puerto Rico corporate and commercial law experience to support entity formation, statutory compliance, and legal representation for international and mainland-US clients. You will play a key role in establishing and maintaining Puerto Rico entities, coordinating regulatory registrations, and advising clients on the interaction between Puerto Rico and US federal legal frameworks. Your work will directly impact clients’ ability to establish, operate, and remain compliant in Puerto Rico.

Key Responsibilities

• Support the incorporation of Puerto Rico corporations and LLCs under the General Corporations Act, including drafting certificates of incorporation, operating agreements, and by-laws and coordinating filings with the Department of State.
• Act as, or coordinate the appointment of, the resident agent required for Puerto Rico entities and maintain related records.
• Coordinate merchant registration through the Departamento de Hacienda’s SURI system, as well as applicable municipal registrations, permits, and regulatory filings.
• Coordinate permitting requirements, including Permiso Único and filings with OGPe and relevant municipalities.
• Prepare and file annual reports with the Department of State and maintain entities in good standing, including obtaining certificates of good standing and existence.
• Draft and review powers of attorney, corporate resolutions, minutes, shareholder or member agreements, and other corporate instruments.
• Support foreign entity qualification, employment-law compliance, Act 60 incentive matters, commercial contracts, corporate structuring, dormant entity maintenance, and dissolution.
• Liaise directly with international clients and referral partners, including global EOR and PEO providers, in English regarding entity structures, compliance timelines, and documentation requirements.

Must-Have Qualifications

• Juris Doctor from an accredited law school and active admission to the Bar of the Supreme Court of Puerto Rico.
• Minimum 3 years of experience in corporate and commercial law, ideally supporting foreign-owned or mainland-US-owned entities.
• Strong working knowledge of the Puerto Rico General Corporations Act and Department of State procedures.
• Practical knowledge of Puerto Rico tax, merchant, municipal registration, and permitting requirements, including Hacienda/SURI and applicable municipal processes.
• Demonstrated experience drafting incorporation documents, powers of attorney, corporate resolutions, minutes, and related legal instruments.
• Professional-level fluency in both English and Spanish, with strong written and verbal communication skills.
• Ability to advise across Puerto Rico and US federal legal frameworks and clearly explain jurisdiction-specific requirements to international clients.

Preferred Qualifications

• Active Puerto Rico notarial license (Notario Público) and experience preparing deeds or other notarized corporate instruments.
• Experience with Act 60 tax incentive decree applications and ongoing compliance.
• Experience supporting global EOR, PEO, or multi-country expansion service providers.
• Familiarity with US federal immigration and work authorization matters.
• Experience advising international clients on Puerto Rico entity structuring and ongoing corporate compliance.