Offshore Corporations in Panama

Panama is internationally renowned as a banking and financial center. Since the opening of the Panama Canal in the early 20th century, Panama has played banker for the world's largest corporations. The commerce of the canal has thus led to the development of a collection of financial institutions within Panama. This article purposes to shed some light on the aspects of incorporating an offshore business in Panama.

Over the years, Panama has developed an interesting array of services for those who wish to conduct their business offshore, through non-resident corporations. Law 32 of 1927, or Panama's "General Corporation Law" sets down the ground rules for those who wish to develop an offshore corporation. The offshore corporation provides beneficial taxation by the host nation ( Panama in this case), simplicity of maintaining a corporation outside of your native jurisdiction, asset protection from financial liabilities, and most of all, anonymity.

According to the "General Corporation Law", two or more persons of lawful age, of any nationality even though not domiciled in the Republic of Panama may form a corporation for any lawful purpose or purposes. There are two main types of offshore companies that may be incorporated in Panama according to Law 32:

  • Resident Corporation: If the corporation conducts business in the Republic of Panama, it is considered resident and therefore is subject to Income taxes
  • Non-resident corporation: Conducts business outside of the republic and therefore is not subject to Panamanian taxes (excepting a $US 150 yearly corporate tax

In most instances, the offshore corporation is of the non-resident type, because it is sheltered from Panamanian taxes, and in addition any income derived from banking or investment of that corporation conducted in Panama is also exempt from taxes.

The corporation must have a legal address in Panama. Each offshore corporation must also have three Directors and three officers (President, Secretary and Treasurer). Any person of the corporation may hold two or more offices. There are no requirements so far as residency of the Directors or officers of the corporation, making offshore corporation an attractive option for anyone wishing to take advantage of Panama's network of business and investing from outside the country. The confidentiality provided with offshore corporations located in Panama is perhaps the best offered anywhere in the world. Only for large offenses relating a corporation to drug trafficking or money laundering, for example, will cause privacy to be lifted.

In order to incorporate an offshore business in Panama, certain professionals exist which can assist with preparing the necessary documents of incorporation. A lawyer is needed, however, in order to file these documents in the Panamanian registry. Therefore it is a good idea to work with a Panamanian lawyer throughout the incorporation process.

After acknowledging some of the basics of offshore corporations in Panama, it is time to get started on the process of forming the corporation. The first thing that is needed is a name. A corporation can have a name in any language, but it must be followed by S.A., Inc., Incorporated, Corp. or Corporation. With a preferred name chosen (having a standby will help, in case another offshore company already has rights to your preferred choice), it must be presented to and approved by the Companies Registry of Panama. This can be facilitated by a professional or lawyer specializing in offshore corporations. The next step is to gather all the necessary paperwork for presentation. If time is important, there is the option to open a shelf corporation. These can be provided for similar or greater cost to the client by a registered agent, but they are already incorporated and ready to conduct offshore or resident business. Costs for a shelf corporation may range from $US 950 -$US 1200, including all legal and government expenses. Click here to see our legal fees for starting a Panama Corporation.

Once the corporation begins operating, the only requirements are the keeping of a minute book and of a stock register, although these can exist and be kept offshore, anywhere in the world. Also, any general meetings that are held by the corporation may be done so by proxy, but there are no mandates requiring such meetings to be held by the directors of the offshore corporation or of their stockholders. Once again, the flexibility of Panamanian offshore incorporation becomes readily apparent.

Click on the link below to see our legal fees, or contact us for more information about Panama Corporations.

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