OFFSHORE CORPORATION

Corporation law of the Republic of Panama provides that any two natural persons acting as the organizers and the subscribers may appear before a Notary Public to organize and constitute a corporation (In Panama Public Notaries govern most entities under the direction of a government institution).
It is the usual practice for natural or juridical persons outside of Panama to accomplish the formation of a Panama corporation through a local Panamanian law office, a trust company, or a professional management services firm. For the purpose of drafting necessary documents, the following simple information and particulars are supplied by the client to the incorporations:

  • COMPANY NAME. A preferred name, expressed in any language, that must also include a corporate ending such as "S.A" (Anonymous Society), "Corporation" or "Corp", "Incorporated" or "Inc.", "Limited" or "Ltd." to clearly denote that they are incorporated companies.
  • OBJECTIVES. Panama corporation intentionally provide a very broad scope of activities, it is not unusual to include one or more articles which deal specifically with the client's intended objectives.
  • CAPITAL. A Panamanian corporation is express its "Authorized Capital" with no minimum to be paid in.
  • SHARES. May be used to "Bearer", or in "Nominative form. Preferred, Class A, Class B, voting, non-voting and other shares structures are also permitted.
  • SUBSCRIBERS. Local nominees usually act as the organizers and subscribers for incorporation purposes.
  • DIRECTORS. A minimum (with no maximum) of three directors is required. These may be of any nationality, residence or occupation. It is general practice to employ local nominees for this purpose. Juridical persons (other corporations or entities) can also act as directors.
  • BOARD. A President, a Treasurer, and a Secretary are required. These may be natural or juridical persons, and there are no requirements as to nationality, residence or occupation, While one person may hold more than one office, it is customary that the President should not also be the Secretary. One of the officers is usually named Vice-President. There may be as many Vice-Presidents as required. Managers may also be named if desired. Local nominee directors and officers are customary.
  • DOMICILE. A Registered Agent domiciled in Panama is required and by law must be a practicing lawyer or law firm. Domicile of registry is not the domicile of "Business". Owner of corporation may have the company's business domicile anywhere in the world. Incorporating and Management Firms usually name their own lawyer as the Resident Agent, but they do not act as business offices for the corporation.
  • TIME OF INCORPORATION. Time incorporation can be anywhere between 5 to 8 working days.
  • CORPORATE SEALS AND MINUTES BOOKS. Both Corporate Seals or Minutes Books are not required, especially if the corporation does not operate in Panama. Owner or his/her client may want to create their own seals, and carry their own books usually at the place of business of the corporation (business office).
  • CHARGES AND FEES. The all-in cost for formation of a standard format Panama corporation will vary depending upon the agent retained by the client for the purpose. Prices includes Articles of Incorporation, English Translations of Documents, issuance of a Power of Attorney, Share Certificates, Nominee Directors for one year, Resident Agent for one year, and Registration Address. It will not include Certificate of Incorporation with Apostille which is optional and requested/obtained after incorporation.
  • DURATION. The corporation may have a limited or unlimited life; however, it is customary for the "duration" to be perpetual.
©Derechos Revervados 2005 -2008 Jeufi Internacional, S.A.
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