There are several important benefits associated with forming a Panama offshore company, which is why this country is so attractive to many corporations all over the world.
However, while it is not exactly difficult to get set up in Panama, that doesn’t mean it’s a matter of clicking a few buttons and filling out a few forms. It is obviously a little more involved than that.
So, what can you do to complete the formation process as smoothly as possible?
These important steps will help make sure that you are fully prepared to form an offshore company and experience the advantages for yourself.
Connect with a Resident Agent
Every Panama offshore corporation must have a Registered Agent. This person will have a wide range of duties to perform, and must be capable of understanding and working within the relevant laws. To that end, the laws in Panama state that the Registered Agent must be an attorney in the country or a Panama law firm.
If there comes a time when you want to replace the Resident Agent, it can be done by making an amendment to the Articles of Incorporation.
Fill the Board of Directors
The Board of Directors will be in charge of the management and administration of your offshore company. Panamanian law requires a minimum of 3 directors/officers. However, they can be of any nationality or a resident of any part of the world. In fact, if the Articles of incorporation authorize it, these directors/officers can be represented at board meetings by proxy holders.
(It should be noted that these proxy holders don’t need to be directors, but they do need to be appointed by the means laid out in the Articles.)
While these board members do not have to be shareholders in the company, they will be the ones in charge of the day-to-day management of the company’s affairs.
However, since the names of the directors/officers will be recorded at the Panama Public Registry, there are instances in which those directors will appoint a nominee board. This way they can maintain the anonymity of the shareholders or real owners.
Take Care of Incorporation Costs
There are, of course, a number of costs to incorporate your business in Panama. They are intended to cover:
- Notary and legalization legal fees
- Resident Agent fees
- Capital Registration Tax on the basis of authorized capital of US $10,000
- Power of attorney included in the Articles of Incorporation (if required)
- An English translation of the Articles of Incorporation and certificate of good standing
- One or two certificates of shares issued in nominative form
- Courier expenses
There are a couple additional services that you may employ for a small, extra fee, including:
- Nominee Directors services
- General Power of Attorney (required if you are using a Nominee Board)
Finally, there is an annual maintenance fee. On the anniversary of the date of incorporation, the company will need to pay the Annual Franchise Tax. This is the only tax an offshore corporation is required to pay, though there could be some extra costs depending on how you use our firm to pay this tax.
Decide on Share Certificates
How do you intend to issue your corporation share certificates? You have a couple choices here: you can issue them either to the “The Bearer,” or in Nominative Form (which means they go to a specific person or entity).
The shareholders can be anonymous, and the beneficial owners of the corporation are not required to be recorded in the Panama Public Registry. This is why Panama offshore corporations are often called “anonymous corporations.”
And, since the identity of the shareholder is not registered, these shares are normally issued through private documents. However, the Resident Agent will have to know the identity of all shareholders at all times. Of course, the lawyers are bound to keep that information within the firm’s private files and not release it to the public.
Organize and Complete Your Corporate Documentation
There are several documents that must be completed, filed, and resolved in order to form an offshore corporation. Our incorporation package includes a number of documents, such as:
- The original copy of the public deed issued by the Notary Public of Panama, notarizing the Articles of Incorporation
- An official translation into English of the Articles of Incorporation duly certified by Apostille
- Original Certification of Incorporation issued by the Panama Public Registry, stating that the corporation is in good standing, duly certified by Apostille and with its official English translation
- Certificates of shares issued in nominate form.
- Two (2) Assignments of subscription of shares
- Initial Minutes
- Official government receipt for the first annual franchise tax payment
Forming a Panama offshore company doesn’t have to be difficult. If you take a measured approach and focus on these important steps, you will be able to set up your company and start enjoying the benefits of incorporating in this country.