Panama Company Formation
Company Formation Panama | Offshore Company Incorporation Panama
When it comes to offshore company incorporation Panama (Panama Company Formation) is one of the most desirable jurisdictions available. The Republic of Panama, with an area of approximately 76,900 square kilometres, is located between Costa Rica and Colombia, and forms the narrowest and lowest portion of the Isthmus that links North and South America. The population of Panama is approximately 2.4 million, about 52 percent of which is urban. Spanish is the official and spoken language. English is also spoken widely in urban areas and is used daily in commerce and international trade.
Panama Corporation Legislation
Panama’s Corporation Law 32 of 1927 (“the Panama Corporation Law”), is based on the Delaware Business Corporation Law of 1926. Unlike the laws of many offshore jurisdictions, there is no difference between domestic and offshore companies in Panama. All corporations pay taxes only on income derived from Panama.
Time to Incorporate
Incorporation can be completed in 24-48 hours.
Corporate Structure of a Panamanian Corporation IBC
- Three directors are required (can be an individual or a corporate), they must fill the following positions – President, Treasurer and Secretary.
- Two subscriber shareholders required but only one shareholder required post incorporation – can be corporate
- Shareholder(s) and director(s) may be the same
- No requirement for local shareholder(s) and director(s) for Panamanian Companies
- Secretary required (see above)
Confidentiality and Privacy
- The Panama incorporation documents carry the names of the subscriber shareholders and directors. Only directors names appear on the public record.
- Shareholder(s) and director(s) nominee services are allowed to ensure confidentiality.
Capital Structure of a Panama Corporation
- Standard share authorised share capital of US$10,000 divided into 10,000 shares of US$1 each
- No paid-in capital required
- Shares may be issued with or withou par value
- At least one share must be issued
- Bearer shares are permitted
Incomes generated by a Panamanian Corporation outside of Panama are tax exempted.
Financial Statements and Company Records
- There are no reporting requirements for non-resident Panamanian companies
- A Shareholders’ Register must be kept, it need not be held in Panama
Meetings of PANAMA Corporation Shareholder(s) and Director(s)
- Meetings of shareholder(s) and/or director(s) are not required.
- If a meeting is held it need not be in Panama and participants can attend by telephone.
Doing business using a Panama Corporation
A Panama Corporation can carry out any legal business and/or investment activity worldwide, they may not offer bank, insurance or trust services without prior authorization from the Panama Financial Services Commission.
Generally Panama Corporation´s can do business with Panama residents or corporations but will be taxed on any profit.
The Panama IBC incorporation package includes:
- First year government filing fees
- Certificate of Incorporation
- Memorandum and Articles of Association
- Letter of appointment of first director
- Nominee shareholder details (if required)
- Declaration of Trust from the nominee shareholder (if a nominee shareholder is required).
- Minutes of the first meeting of the founders
- Share Certificates
- Register of Shareholders
- Register of Directors
- Registered agent services, (first year)
- Registered office, (first year)
- International express delivery by FedEx or DHL
The following names may not be used without a licence or special permission:
Bank, Building Society, Savings, Insurance, Assurance, Re-Insurance, Fund Management, Investment Fund, Trust or their foreign language equivalent.
All Panamanian corporations must end with the suffix “Corporation”, “Incorporate”, “Sociedad Anonima”, “Limited” or the abbreviations “Corp”. “Inc” or “S.A” or “Ltd”.