Legal Bases

Law 32 of 1927

Law 43 of 2013

Law 51 of 2016

Law 52 of 2016

Due Diligences

Panamanian lawyers are obliged by law to follow the policies of "Known Your Clients" and can disclose the information if the competent authority required it.

Company Names

The name of a Panama Corporation must end with the words "Sociedad Anonima," "Incorporated," "Corporation" or suffixes such as "Inc.," "Corp.," "S.A.," etc.Company names containing restricted words such as "Bank," "Insurance," "Trust," "Assurance," "Imperial" will not be permitted unless the company has obtained an appropriate national operating license.

Authorized share capital

Standard authorized capital = USD 10,000.
There is no statutory requirement for capital to be wholly or partly paid on incorporation

Corporate Taxation

Panama follows the principle of the source. Therefore, companies that do not carry on business operations in Panama are not subject to taxation.

Filing of Annual Return

There is no requirement to file an Annual Return.

Accounting Records

The Panamanian Government has enacted Law 52, dated October 27, 2016, which shall enter into effect on January 1, 2017. This Law establishes the obligation to keep accounting records for certain legal entities that do not carry out operations that take place or have effects in the Republic of Panama.

Franchise Taxes

The annual franchise tax ("tasa única") is 300 USD. The corporate franchise tax payment deadlines for companies incorporate from January 1st to June 30th is July 15, and for companies incorporate from July 1st to December 31st is January 15. Late Payment Penalty: Non payment of the annual corporate franchise tax on or before the due dates mentioned above, the entity will be charged a late penalty of 50 USD per year that the fee is not paid. Second Late Payment Penalty: Non payment of the annual corporate franchise tax after two deadline periods, the entity will be charged a second late penalty of US$300 per year for every additional deadline period missed after that.

Shares

Shareholder/s of Panamanian Corporation may be natural persons or corporate bodies from any legal jurisdiction.Information about shareholders has to be kept in company files and is not to file with PublicRegistry of Panamá.

Shareholders

Shareholder/s of Panamanian Corporation may be natural persons or corporate bodies from any legal jurisdiction.
Information about shareholders has to be kept in company files, and is not to be filed with PublicRegistry of Panamá.

Subscriber

Panamanian corporation must have two subscribers who will sign the deed of incorporation. By law, the subscribers have the rights to own one share of the corporation. In case the subscriber is an individual of our law firm, this individual will resign to their rights to the shares once the corporation is duly registered. If the client wishes to be the subscriber or appoint the subscriber, the client needs to be physically present in Panama to sign the public deed at the Public Notary office.

Directors

Panama Corporations require a minimum of three Directors, who may be natural persons or corporate bodies from any legal jurisdiction.
Each Panamanian Corporation must file information on its Directors with the Public Registry of Panamá.

Officers

Panama Corporations require a minimum of one Officer who can be the President, Secretary, and Treasurer of the company. Officers may be a natural person or a legal entity from any legal jurisdiction.
Each Panamanian Corporation must file information on its Officers with the Public Registry of Panamá.

Corporate Books

Panamanian corporations are required to keep a minute book and a stock register book dully updated.

Resident Agent

Panamanian corporations are required to have a resident agent that can be a Panamanian Lawyer or Law Firm. Our fee for this services is 300 USD plus USD 250.00 compliance fee.

Beneficial Ownership information

Timeframe for incorporation

6/7 working days after due diligence. A complete set of company documents can be delivered in 5/6 weeks.

Takeover of management & officers services for an existing Panama Corporation

Possible, following verification of Beneficial Ownership and agreement with and discharge of liabilities to the previous corporate service provider in Panama.