Company incorporation in Panama

A Panamanian corporation is a legal entity formed by at least two natural persons, which have rights and duties similar to any person would have. Its articles of incorporation define rules and regulations, who is in charge, and how the company will operate. 

The incorporation process starts with the presential signature of the Articles of Incorporation ante the Notary Public in Panama by the two individuals called subscribers. This document is then registered in the Public Registry of Panama and confirms the establishment of the new legal entity.

Panamanian corporations require a minimum of three individual directors and three officers (President, Secretary, and Treasurer). The same person can assume all three dignitary positions. A legal representative will be appointed and authorized to sign for the corporation. A physical stock certificate, issued once the corporation is “created” (duly registered in the Public Registry), designates the corporation shareholders.

Tax regime and its function

Panamanian Corporations are subject to the territorial tax regime, which requires payment of taxes only for operations carried out in the territory of the Republic of Panama under a Notice of Operation or Business License. Any income received from offshore activities is exempt from income tax. 

A Panamanian corporation is of interest to anyone interested in doing legal business in Panama. It is an affordable and convenient legal entity that could allow you to achieve your business objectives. The constitution of a Panamanian corporation is easy, quick, and cost-effective as it usually takes from 5 to 7 business days.

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Incorporation Foundation

Legal vehicle to ensure patrimony protection

A foundation serves as an instrument for asset administration. One or more natural or juridical persons called founder(s) create the foundation, which is administered by a Foundation Council, under the supervision of one or more Protectors, for the benefit of an individual, his family, or a specific social purpose.
Foundations are frequently used as a substitute for a will, to avoid complicated inheritance procedures and taxes, since it coordinates the distribution of inherited assets.
The participants involved are the Founder(s), the Foundation Council, and the Protector.

Foundation patrimony is constituted by donations and is independent of its founder’s one.
Founder heirs can’t challenge donations made to the foundation, and the foundational patrimony is protected against the founder’s creditors.
The foundation may carry out financial activities on a non-habitual basis.

Administer property, cash, or assets on behalf of a founder and in favor of one or more beneficiaries.
Serve as a “Family Foundation” that administers goods and assets of one or more families.
Avoid the fragmentation of family businesses to third parties.
Administer assets for humanitarian, religious, or charity purposes.
Protection of vulnerable persons, minors, or persons unqualified to manage their assets.

Any assets, cash, or securities whose income is not of Panamanian source are tax-exempt.
Members of the Foundation Council, Protectors, and Resident Agent are legally obliged to keep silent about the foundation operations under penalty of fine or imprisonment.
The incorporation procedure is fast, from 5 to 7 working days.
The foundation assets are separated from the founder’s one, and can’t be seized, or subject to any action or precautionary measure.

“Our lawyers offer comprehensive legal services and are trained to accompany our clients in all their processes.”

Karyne Mora

Head of Legal - Partner

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