The following applies only to Panama, BVI and Belize; all other jurisdictions have different procedures which are cumbersome to explain here.

The whole process can be completed from overseas. The usual procedure is that our group, acting according to the information furnished by the client in the Incorporation Form sent by Fax, will organize the corporation using standard articles of incorporation. For Panama, the incorporation procedure normally takes within 5 to 7 days, BVI from 5 to 10 days and Belize from 12 to 15 days. All pertinent documents will be sent by courier to the address provided by the client, unless instructed otherwise. For immediate delivery, we also have Shelf or Ready Made Companies.

BY-LAWS

A corporation may adopt by-laws for the regulation of its internal affairs and procedures, but it is not compulsory. Should by-laws be in fact adopted, however, it is not compulsory that they be registered, but if they are registered, any amendments thereof must also be registered. By-laws may be adopted either by resolution of the shareholders or by resolution of the Board of Directors. Consequently, the by-laws may be amended by the corporate body which initially adopted them.

GENERAL POWER OF ATTORNEY

The Board of Directors may grant a general power of attorney to any person, whether or not connected with the corporation. When said power of attorney is granted to be used abroad, it is possible not to register said power of attorney to maintain the confidentiality.

RESIDENT AGENT

By law every corporation must have resident or registered agent. Our fee for acting as resident agent is satisfactory. However, the first year of the resident agent’s fee is also included in the cost of incorporation.

All annual fees and taxes must be paid promptly every year to maintain the company in good standing. Late payment will produce high penalties and strike off from the Register.

ANNUAL FRANCHISE TAX

Every Panamanian, BVI or Bahamian corporation has to pay an annual tax, imposed by law. The law requires corporations to pay said amount in order to remain in good standing. Good standing is taken to mean valid registration at the Public Registry of Panama.

All annual fees and taxes must be paid promptly every year to maintain the company in good standing. Late payment will produce high penalties and strike off from the Register.

An additional penalty caused by non-payment is that documents subject to registration will not be recorded nor will any certification of good standing or others be issued, except when requested by a competent authority.

TAXATION

The income tax of Panama, BVI or Belize is levied only upon net income derived from operations within the territory of the respective country. Income obtained from operations consummated outside of these jurisdictions is not income obtained from “sources within the jurisdiction” and, therefore, is not taxable under local Law.

While not providing any specific legal or tax counsel, nevertheless for some individuals or companies, offshore companies may offer specific tax advantages over other jurisdictions. Any potential client seeking legal or tax advise should consult with their individual legal or tax advisor.