The several times amended Law 32 of 1927 (of 26th February) On Corporations and the Commercial Code of Panama is regulating the activities of a popular form of business in
First of all, before incorporation, the company opened in Panama must reserve the name of the company at the Public Registry. If it’s available, it must contain one of the following terminations: Corp. (Corporation),
Inc. (Incorporated) or SA (Sociedad Anonima)
A corporation in
If the Articles are written in another language than Spanish, an official translation must accompany it.
After incorporation of an offshore company in Panama, only a single shareholder is necessary in order to start the activities in this type of company.
The Board of Directors is taking all the daily decisions of a corporation and must be formed by at least three directors. Among their responsibilities we can mention the appointing of the President of the company, the Secretary and the Treasurer. In some cases, officers and representatives must be appointed, also by the Board of Directors, but it’s not mandatory.
The most important decision must be taken during the general meeting of the shareholders in matters which concerns the decrease or increase of the capital, any modification brought to the Articles of Incorporation, decision of merger or liquidation of the company.
The Corporate Capital of this type of company is divided into shares which may have a nominal value or not. The shares have attached to it the rights and obligations of the owner, including the right to vote and must be paid at a date decided by the Board of Directors.
Each shareholder is receiving a shares certificate where is stipulated the incorporation date of the company in the Mercantile Registry, the capital, the number of shares owned, if the shares were already paid, if not, the sum already paid, the rights and obligations attached to it and the classes of shares owned.
Another requirement of the corporations created in Panama is paying the annual registration fee. The industrial or commercial companies must have a Notice of Operation, before starting any activities. Exceptions are permitted.
The liquidation of a corporation established in Panama may occur if certain aspects were respected from the articles of association, if there was a unanimous decision of the shareholders, if the objectives of the company were achieved or if the Court decides that the company has broken several laws and needs to be liquidated.