Forming A Company in Panama
- Incorporation time: 9 days
- Shelf companies: Yes
- Accounting: Yes
- Secretary: Yes
- Nominee Shareholder: Yes
- Nominee director: Yes
The Republic of Panama is located in the centre of the American continent, where North and South America meet. Formerly part of Colombia, now its neighbour, the country declared its independence in 1903. Today, Panama wishes to protect its environment (at the expense of national defense) and for good reason: the country has, proportionally, the most national parks in the world.
An offshore centre
Panama is an excellent offshore destination for import/export, petroleum and mining activities, but is not ideal for trade with Europe. The country has the largest free trade zone in America (the Colon Free Trade Zone) which gives total tax exemption.
The various offshore companies that can move to Panama are :
- Panama Corporation : does not require a minimum capital and requires the appointment of three directors and at least one shareholder. Its creation must be approved by a notary and the Public Registry Office
- Panama Limited Partnership : capital of between USD 2 000 and 2 500 000, and the names of all members must be recorded in the Trade Register
- Individual Limited Proprietorship : liability of shareholders is limited to the amounts allocated
- Panama Trusts : to create a Trust, investors must be of foreign nationality, but they must have a Panamanian lawyer.
- Panama Foundation : allows property to be held but does not allow the exercise of a commercial activity. The minimum capital is USD 10 000
Panama may only be used to invoice the United States or South America and Asia, but certainly not Europe (especially France, Germany and Italy). Since Panama is not well-known culturally, invoices will be rejected by tax authorities.
The different types of companies
Creating a company in Panama requires 9 days and 6 procedures. There are only two types of company in Panama.
|Types of companies||Capital||Number of partners|
|Limited liability company||Minimum capital: USD 5000||Maximum of 25 people, no minimum. Liability limited to contributions.|
|Corporation||Minimum capital of USD 10000||No limits, neither minimum nor maximum. Liability limited to the capital subscribed|
The Jurisdiction in detail
It cannot be said that Panama has suffered from the 2008 global economic crisis, since its growth has never reversed, due, in particular, to many public investments. The country’s growth is estimated for the year 2013 at 6.6%.
Panama is a country where services are very important and constitute the main part of its economy, employing more than 60% of the workforce. Within the tertiary sector, the following areas are the most dynamic: telecommunications, finance, insurance, transport, health, tourism, and maritime services. The secondary sector, industry, is much more unobtrusive and accounts for 17% of GDP, with food preparation the top area.
Finally, agriculture still accounts for 6% of GDP (15% of the workforce), and produces mainly bananas, vegetables, corn, sugar, rice, meat, and shrimp. The country has few natural resources, which are limited to wood, copper and gold.
The country is also a big international trader, due to the 77 km-long Panama Canal, which was completed in 1914 and enables ships to cross directly from the Atlantic to the Pacific. The Colon Free Zone is one of the largest free trade areas in the world, slightly behind Hong Kong.
Panama’s main trading partners are the United States, the Netherlands, Spain, Mexico and China, with international trade accounting for 25% of national GDP.
The advantages of the country for investment :
- the country’s economy is stable and it has sustained its growth
- Panama is an ally of the United States
- taxes are low
- loans are encouraged
- the real estate sector is very dynamic
- it is easy to create a company in tourism and manufacturing
Weak points :
- freedom of employment not guaranteed
- corruption is rife
- the legal system is slow to react
The Panamanian government promotes the establishment of foreign companies, which it regards as native Panamanian companies, and offers various tax benefits.
The various tax rates
Corporation tax is 27.5%, with capital gains being taxed as profits. However, it is possible to deduct from corporation taxes operating losses, payments to foreign subsidiaries and some taxes. Consumer tax is 7%, except for tobacco (15%) and alcohol (10%). Products escaping VAT: medication, staple foodstuffs, exports, commercial services, petrol, books and agricultural raw materials.
|Personal income (PAB)||Tax rate|
|0 to 9 500||0%|
|9 501 to 12 000||20,5%|
|12 001 to 15 000||21%|
|15 001 to 20 000||23%|
|20 001 to 30 000||24%|
|30 000 and +||25%|
The following are tax-deductible: medical expenses, donations to charities, interest on loans, loans for studies and loans for housing improvements. An expatriate coming to live in Panama will be taxed at 17% if he resides in the country for at least 180 days every year.
There is no double taxation agreement between Panama and France; therefore, dividends are taxed at 10%, interest at 15% and royalties at 15%.
The Panamanian accounting rules follow the International Financial Reporting Standards and the short fiscal year, from 1 January to 31 December. The accounts of the company must contain: a balance sheet of all assets and equipment, a profit and loss account, the management accounts and appendices.
There is no obligation to publish the accounts in Panama; however, companies generally keep a journal, a book, a statement and financial analyses. An annual audit by a specialist is mandatory.
Access to and functioning of the market
Panama is a member of the World Trade Organisation and has signed the Montreal Protocol for the protection of the ozone layer. The main import rules apply to certain products considered hazardous to health and to specific products (weapons, plants and animals). However, the Colon Free Trade Zone presents the advantage of allowing the import of all kinds of goods without taxes or restrictions. Customs duties are calculated in line with CIF values and range between 3% and 40%.
Half of the products imported are not subject to tax, but 48 types of product are taxed at over 90%. Panamanian imports do not require a licence and only permits may be requested (animal or plant health), although the possession of a business permit allows any product to be imported even if it is not regulated.
Here is the list of the main documents to be presented when importing products: import declaration, commercial invoice, air freight letter, bill of lading, business permit (specific activities), certificate of free sale.
The retail sector in Panama is direct and relatively: importers sell direct wholesale or retail. There is no large-scale retail. Goods transport is mainly by sea, supported by the Canal. Modern motorways and airports enable one to travel throughout the country. Only 4 000 kilometres of road are paved (out of a total of 11 000 km in the country) and there is only one railway line.
The most influential industrial sectors are construction, cement production and sugar milling.
Employment in Panama is regulated by law, which distinguishes between four different types of work:
- day work: maximum of 8 hours a day, 48 hours a week, between 06.00 and 18.00,
- night work: limited to 7 hours a day, 42 hours weekly between 18.00 and 06.00,
- day/night work: maximum of 7.5 hours a day, 45 hours a week,
- rotation work: work across the different time slots given above.
Retirement age is 57 for women and 62 for men, the minimum monthly salary is 310 USD with social insurance contributions of 10.75% from the employer and 7.25% from the employee. 14.2% of employees are union members.
|Type of rights||Text of Act||Validity of protection||Agreements signed|
|Patents||Law 35 of 10 May 1996||20 years||-Patent Cooperation Treaty|
|Trademarks||Law 35 of 10 May 1996||10 years, renewable||- Nice Agreement concerning the International Classification of Goods and Services|
-Trademark Law Treaty
|Design||Law 35 of 10 May 1996||10 years, extendable for 5 years|
|Reproduction rights||Law 15 of 1994 on copyright||Copyright protection for the lifetime of the author and his heirs||- Berne Convention for the Protection of Literary and Artistic Works|
-Rome Convention for the Protection of Performers
-WIPO Performances and Phonograms Treaty
-WIPO Copyright Treaty
-Convention for the Protection of Producers of Phonograms
|Industrial designs||Law 35 of 10 May 1996||10 years|
Panama General Directorate of Customs
Panama Maritime Authority
Panama Aeronautical Authority
Transport and Traffic Authority
Panama Chamber of Commerce, Industry and Agriculture
Federation of Enterprises
General Directorate of Industrial Property Registration
The President of Panama holds the executive power and is elected by universal suffrage for five years. Currently, Martin Torrijos Espino heads the government. Legislative power is held by the single chamber of Parliament, with its 78 members being elected for five years by universal suffrage.
Republic of the Panama has a multi-party system, of which the main are: the Democratic Revolutionary Party, Panamenista Party, the Socialist Party, the Nationalist Republican Liberal Movement, the popular party and the Liberal National Party.