| 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.
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
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