Panama, which means "abundance of fish, trees and butterflies", occupies an area of 77,082 square kilometers and is located between Costa Rica and Colombia, joining Central and South America and has coasts on the Pacific Ocean and the Caribbean Sea. Its capital, Panama City, is located on the Pacific coast at the entrance to the Panama Canal. The country has a population of approximately 4 million inhabitants. The official language is Spanish; however, English is frequently and widely used for business management and services of various kinds.

​

Panama is a financial center that offers a valuable combination of world-class political, monetary and commercial stability with hundreds of international firms operating from Panama City. The geographical location of Panama has been key to positioning itself as a country of financial, legal and logistics services. The Panamanian legal system is civil and its government is unitary, republican, democratic and representative, with legislative, executive and judicial bodies. The national circulation currency is the US dollar and the Panamanian banking center enjoys solidity and stability, very attractive characteristics for foreign investment..

 

All these advantages are consolidated in the uninterrupted and successful operation of the Panama Canal for more than 106 years.

​

Main Characteristics of Panamanian Companies

​

Law No. 32 of Panamanian corporations dates back to 1927 and was modeled after the Delaware Corporate Law in the United States of America.

​

Companies organized in accordance with this Law may carry out their business and perfect operations abroad. They may also contract obligations in relation to their operation or for other legal purposes such as issuing bonds, promissory notes, bills of exchange and other payment documents, carrying out everything and anything necessary for the achievement of any of the purposes listed in their Agreement. Social or any reform to it, do and carry out everything and anything that is necessary or convenient for the protection and benefit of society, and, in general, carry out any other legitimate business.

​

Confidentiality

​

Unless required by the Panamanian authorities, a corporation is not required to disclose confidential information about its operations, shareholders or related parties.

​

Movement of Funds

​

There are no exchange controls in Panama and companies can freely transfer their funds. Transactions can be made in any desired currency. The official currency is the Balboa, which, according to a monetary agreement with the United States of America since 1904, has the same value as the United States dollar

​

Name:

​

The name of the company must include a word, phrase, or abbreviation that distinguishes it from a sole proprietorship or a partnership and may be expressed in any language. The most common endings are. "Anonymous society", "Corporation", "Incorporated" and "Limited", or their respective abbreviations "S. A.", "Corp.", "Inc." and "Ltd.".

​

The availability of a name can be instantly confirmed electronically and there is the option of reserving a name in the Public Registry for a maximum of 30 calendar days. It normally takes 3-5 business days to incorporate a company. OMC can confirm the date and number of the deed one business day after receiving the instructions to proceed. The incorporation date is obtained in 3 business days.

​

Subscribers:

​

Two persons or companies, not necessarily Panamanian citizens or residents of Panama, can form a company for legal purposes. Our firm supplies these "subscribers" who each subscribe for one share, which are transferred to the owners after incorporation,

​

Capital / Shares:

​

The authorized standard capital stock is USD 10,000.00, divided into 10,000 registered shares with a value of USD 1.00 each and with voting rights. The division and unit value can also be assigned according to the needs of the client. The authorized capital can be expressed in any currency and does not need to be paid. Bearer shares may be issued as long as they are registered under an authorized bearer share custodian and in which case a notation will be added to the Public Registry, but they must be kept in custody.

​

Resident Agent:

​

Panamanian companies must have a resident agent; this must be a Panamanian lawyer or a forensic firm. At OMC we ensure that your company meets this requirement.

​

Directors:

​

Panamanian law establishes a minimum of three natural or corporate directors. It is not necessary that the directors or dignitaries be Panamanian or that they be shareholders. The full names and addresses of the directors are part of the Articles of Incorporation and appear in the Public Registry 

 

The decisions of a company are normally made by the board of directors through resolutions The meetings of the board of directors or liquidators of the Panamanian company can be held by telephone conference, fax or any other means of electronic communication, where people have been in direct contact. The facts of the meeting, resolutions adopted, participants and form of communication must be reflected in the record, which will form part of the Minutes Book. No director alone may bind the company unless otherwise specified in the Articles of Incorporation or unless a power of attorney has been granted. Any resolutions that amend the Articles of Incorporation, including any changes in the board of directors of the company, must be registered in the Public Registry.

​

Dignitaries:

​

Panamanian law establishes that corporations will have a president, a secretary and a treasurer who will be elected by the board of directors and who may be natural or corporate persons. The same person may hold two or more positions as dignitaries if the articles of incorporation or the bylaws so provide. Directors may also act as dignitaries

​

Continuation:

​

A foreign company may be re-domiciled and continue under Panama's Laws, even without a specific provision to that effect in the laws of the country or jurisdiction of origin. In the same way, a Panamanian company may continue its existence under the laws and jurisdiction of another country, provided that the articles of incorporation of the company or any amendments to it authorize it.

​

Minutes Books / Records and Seal:

 

The Shares Registry and the Minutes Book may be kept by electronic means or any other method authorized by law, which allows the operations of the companies to be determined with certainty, provided that said records can be printed. These records may be kept in any part of the world as established in the Articles of incorporation and a copy of said documents must be available at the request of the Resident Agent and the Authorities. Panamanian companies do not require a corporate seal; however, it may be adopted if it is approved by resolution or if it is stipulated in the Articles of Incorporation.

​

Accounting Records:

 

Those corporations whose operations are developed or perfected outside of Panama or are holders of assets inside or outside of Panama, regardless of whether they carry out commercial acts on a regular or occasional basis, must annually provide the Resident Agent with the accounting records and supporting documentation or in case they are guarded in a different place, they will confirm in writing their location and contact details of the person who guards them. Excepted from this obligation are those corporations that are listed on a recognized local or international stock exchange, or those that are owned by an international, multilateral or State organization and shipowners or charterers of vessels registered exclusively under the international service of the Merchant Marine of the Republic of Panama.

​

Support Documents:

 

These are documents such as contracts, invoices, receipts and/or any other necessary information that supports the transactions or operations carried out by a corporation.

​

Final Beneficiary: On March 20, 2020, Law 129 of March 17, 2020, "Creating the Private and Unique Registry System of Final Beneficiaries of Legal Entities", was enacted, which applies to Companies and Private Interest Foundations constituted or registered under the Panama Republic laws. Said registry will be guarded and administered by the Superintendency of Non-Financial Subjects.

​

The purpose of this Law is to create a Limited Access System, which will have certain information on the final beneficiaries of the legal entities, which will be provided by the Resident Agent, in a confidential manner and safeguarding the interests of the clients. This law is still waiting to be regulated to enter into force, therefore, currently the information of the final beneficiaries of legal entities continues to be guarded in the offices of the resident agents.

​

Taxes

​

Panama offers a total exemption from taxes on foreign source earnings, as well as a complete exemption from all taxes on transactions carried out outside the Republic of Panama, even when administered from Panama.

​

Rates & Charges

 

There is an annual charge of USD 300.00 called the Single Rate, which is a fixed charge during the existence of the company and is paid to the national government. There is also a surcharge of $50.00 per year for those companies that do not comply with the payment of the annual government rate for a period of time. All those companies that have not paid the government annual rate for three (3) consecutive periods will be suspended in the Public Registry.

​

Premier Services

Premier specialises in providing professional services whether your need is to minimize cost, grow your business or protect your wealth. We help you setting up the right structure through our associates whether it is Panama or other jurisdictions. The solutions we provide in collaboration with our close Panama  associates are adapted to your needs and are smartly structured.

​

Our expert services include:

 

• ​Incorporation and registration

• Directorship services

• Provision of registered office address

• Professional advisory and structuring services

• Secretarial and Administrative services

• Bookkeeping and accountancy services

• Tax Consultancy

• Re-domiciliation and migration

• Liquidation and winding Up

​