Procedure of company registration
Panama adheres to common law based on the English system. Panamanian IBC’s are incorporated under Law No.32 of the 1927 Commercial Code which was amended in 1997.
Procedure of incorporation:
The procedure for the formation of a Panama offshore company is fast and efficient. The general process is as follows:
- An application form is completed with details of preferred name and details of Beneficial Directors and Shareholders (nationality, country of residence, address, profession etc).
- A scanned copy of the passport of the beneficial directors and shareholders is required.
- An original proof of residence showing the name and address of the individual. This can be in the form of a utility bill or bank statement and must not be older than 3 months.
- Two original letters of introduction. The letter can be from a bank, lawyer, accountant or similar profession.
- At this point Eltoma will issue an invoice for a Panama Company Formation. Upon receipt of money we start the incorporation process.
- The Memorandum and Articles of Association are prepared and sent to the Registrar.
- When the Memorandum of Association is accepted The Registrar of Companies will provide the company with a certificate of incorporation.
Company administration guidelines
Shares and capital requirements:
- There is no minimum capital requirement.
- The usual authorised share capital is US$1,000 divided into 100 common voting shares of US$10 each. The capital may be expressed in any convertable currency.
- The minimum issued capital is either one share of no par value or one share of par value.
Directors and Officers:
- Three Directors and three Officers are required for a Panama Company; a President, Secretary (see below) and a Treasurer. Directors can also act as Officers.
- Directors and Officers can be any nationality and do not need to reside in Panama.
- Directors and Officers can be either corporations or natural persons. If corporations are used however all corporate documents are public information therefore it is preferable to use nominees.
Restrictions on name & activity:
- Companies cannot use or end with the following; Limited, LTD, Finance, Trust, Foundations, Insurance, Bank, Trust or Insurance.
- A registered office is not required however all Panama corporations must be registered by Agents holding offices in Panama.
- A Company Secretary is obligatory and can be be either a natural or corporate person, of any nationality and is not required to be a resident of Panama.
- Company documents are filed with the Mercantile Registry however a high degree of confidentiality is ensured with nominees permitted.
- Incorporation will take approximately 3-4 working days however the post incorporation procedures take approximately 10 days to complete.
- Shelf Companies are available.
The UK Persons of Significant Control Register & its impact on companies
The requirement to maintain a register of people with significant influence or control, more commonly known as the PSC register was introduced to mandate all unlisted companies in the UK, including LLPs and dormant companies to maintain a register identifying those with significant control over a company.
Cyprus implements the Hague Convention, legally recognising Trusts as a type of Equitable Law
This year, the Republic of Cyprus ratified The Hague Conventions’ definition of the legislation applicable to trusts and furthering the regulations surrounding their recognition. Cyprus common law now recognises trusts as a unique legal institution under equity.
SINGAPORE: the regulation of digital currencies & whats to come
The Monetary Authority of Singapore has released its plans to further control and regulate the current elusive virtual currency market and intermediaries that facilitate their online trade in Singapore. The anonymity surrounding so-called crypto currencies such as bitcoin raises questions over potential money laundering & terrorist financing risks.
How to incorporate a company in Cyprus with the required documentation
Cyprus is the perfect location for incorporating an offshore or private company due to its simple incorporation procedures and agreeable tax structure. Below are the steps to company formation, the registration procedure, and all documentation required for incorporation:
ACRA release new initiatives for Singapore Filing Agents
ACRA have released new guidelines introduced to update the current system, bringing it transparently in line with other jurisdictions; going forward, businesses will be offered a copy of their business profile and the amount of information available for public use will increase substantially.
The servicing of documents to a Cyprus company & failure to act
A Creditor may apply to court for the issuance of a liquidation order against a company that does not comply with a demand notice to pay any outstanding debts. The notice of demand is served to the registered office of the company, who then has 21 days to pay the fine; failure to do so may result in the liquidation of the company deemed unable to pay its debts by the creditor who can apply to legally dissolve the company.
Gibraltar companies now have to disclose full Beneficial Ownership details to Central Register
Gibraltar is working to implement all EU legislation relating to the 4th Anti Money Laundering Directive into national law, in addition to the current EU legislation on financial supervision and direct taxation, and to this affect, the Government of Gibraltar have established a Central Register of Beneficial Ownership that will be effective from June 26th 2017.
European Commission publishes tax avoidance disclosure directive
The EC (European Commission) has published its draft legislation compelling financial service providers or intermediaries to disclose any international tax planning schemes they have encouraged, enabled or assisted in any way.