IMPORTANT NOTICE TO US PERSONS: POLS does not offer formation of Panama corporations or private interest foundations to US Persons (citizens or residents of the US).
The complete Panama structure consists of a Panama Private Interest Foundation holding ownership of a Panama Corporation. Additional corporations can be added to this structure depending on the assets and needs of the client.
The dual entity structure provides a robust corporate vehicle through which one can do business locally or internationally, while conveniently organizing one’s assets and investments for protection of your family patrimony. This vehicle offers the utmost value for structuring your family estate planning needs. The Panama corporation holds all major assets, such as commercial businesses, real estate, intellectual property, etc. and the Panama private interest foundation acts as a holding to the Panama corporation, receiving dividends from the company profits into the Panama bank account of the Panama foundation.
To understand the entire role of the Panama Private Interest Foundation within this structure, you first have to understand the composition of the private interest foundation. The Panama Private Interest Foundation has four main members:
Founder: The founder is the person or entity that forms the private interest foundation in the public registry of Panama. You can be appointed as the publicly registered founder, or our firm can provide a nominee to serve as your founder, and we will provide you with a pre-signed, undated letter of resignation from the founder immediately upon incorporation of the foundation. Please note, however, that the founder can never be changed, so it is not recommended to use nominees for this position. Also, our law firm does not offer nominee services to US persons (citizens or residents of the U.S.).
Foundation Council: The foundation council serves the same function to the private interest foundation as directors do to a corporation. The council’s names and passport numbers are registered in the public registry when the foundation is incorporated. You may appoint your council members which will be publicly registered, or our law firm can optionally provide a nominee council, and provide pre-signed, undated letters of resignation from the nominee council members. The council members can be changed at any time. Again, our law firm does not offer nominee services to US Persons (citizens or residents of the U.S.).
Protector: The Protector is the ultimate controller of the Panama foundation. Immediately upon incorporation of the foundation, the council appoints a Protector, through a notarized Private Protectorate Document. Since the document is a private, not publicly registered document, the Protector remains 100% private. Optionally, the Protector could also be named on the Foundation Charter and be registered publicly. Once the Protector is appointed, the Protector makes the final decisions for the foundation. The Protector generally signs for and controls all bank or investment accounts that are in the name of the Panama Foundation.
Beneficiaries: The Beneficiaries can be appointed through either a simple Private Letter of Wishes, which is written and signed by by the Protector, or through a more formal set of Foundation By-Laws which contain the Regulations of the Foundation and are signed by both the Protector and the Foundation Council. Both the letter of wishes and By-Laws are private documents. The letter of wishes or by-laws can be changed or modified at any time. The letter of wishes or by-laws are essentially like a living will of the Panama Foundation, which generally explains who the beneficiaries are, what the assets include, and how the assets are to be distributed to the beneficiaries and upon what triggering event (such as the death or incapacity of the Protector or Founder, etc.).
The Panama Private Interest Foundation is generally established to serve the following purposes:
1. Serving as a holding entity for your Panama Corporation: Using the Private Interest Foundation, you can avoid the use of nominative shares that are issued to your personal name. The Panama Private Interest Foundation can be named as the shareholder on the share certificates of one or more Panama corporations, or even corporations registered in other jurisdictions. You can be appointed as Protector to control the foundation. As Protector, you appoint the beneficiaries through a private letter of wishes (or a more formal set of foundation By-Laws). The Protector and the Beneficiaries are both appointed through non-public (private) documents.
2. Serves as an asset protection vehicle to protect your assets to the fullest extent of the law: Under the Panamanian foundation law, the Panama Foundations assets are “non-embargable”, and “non-sequesterable”, meaning that no one may freeze, seize, or place liens on the assets under any civil legal action circumstances, which makes the Panama Private Interest Foundation a great asset protection vehicle.
3. Serve as a testamentary vehicle for distribution of your assets to your heirs: The Panama Private Interest Foundation is specifically designed as a juridical vehicle for estate planning with the purpose of protecting family patrimony and ensuring that your testamentary wishes are carried out and your heirs receive their inheritances. The Panama Private Interest Foundation is designed to cherish, protect, and distribute your assets to your beneficiaries upon a triggering event, such as your death or incapacity. Your Panama foundations letter of wishes (or by-laws), written by the Protector, will serve as its “living will”, detailing the foundations assets, list of beneficiaries, and how and when those assets are to be distributed to the beneficiaries. Under Panama laws, through the Panama Private Interest Foundation, your heirs can receive their inheritance free of probate, gift taxes, estate taxes, inheritance taxes, or legal delays. Please note, however, that if the laws of your home country require that you or your heirs pay inheritance taxes on your world-wide estate, then those details may need to be established in your foundation by-laws to ensure that all legally required taxes are paid in any particular jurisdiction other than Panama.
Our Complete Panama Structure Package, from US$3,200 includes the following:
1. Panama Private Interest Foundation, complete with;
- Original Panama Private Interest Foundation Charter in Spanish, registered in the public registry.
- Official English translation of the Private Interest Foundation Charter.
- Nominee Foundation Council (optional) with pre-signed, undated letters of resignation, notarized. (NOT available for US Persons).
- Private Protectorate Document, notarized.
- General Power of Attorney, with notary and apostille seal.
- Foundation Letter of Wishes (draft sample provided for you to complete).
- Corporate bank account introduction, with optional Debit Card, and Internet access.
- Corporate Franchise Taxes Paid for the first year.
2. Panama International Business Corporation, complete with;
- Original Articles of Incorporation in Spanish, registered in the public registry.
- Official English translation of the Articles of Incorporation.
- Nominee Directors (optional) with pre-signed, undated letters of resignation, notarized. (NOT available for US Persons).
- First meeting of the board of directors, whereby the nominee subscribers renounce their rights to one share each, and 100% of the company shares are issued.
- Company Share Certificate issued to the name of your foundation.
- General Power of Attorney, with notary and apostille seal.
- Corporate Panama bank account introduction, with optional Debit Card, and Internet access.
- Corporate Franchise Taxes paid for the first year.
3. Panama Brokerage Account Introduction (in the name of either your Panama corporation or Panama Private Interest Foundation):
- Introduction and assistance to establish brokerage accounts through any of the correspondent brokers we have relationships with in Panama.
4. General Manager Contract:
Contract between yourself and your Panama corporation (or foundation), documenting your role as General Manager (assuming you are not a director). Enables you to receive a salary and/or commissions from your Panama entity(s). Appoint yourself as signatory on the company (or foundation) accounts, as well as using the company debit card and/or checkbook for business expenses, travel, etc.
5. Mail Forwarding Service, includes:
- Corporate Post Office (P.O.) Box in Panama to receive post mail for your Panama corporation & Panama foundation.
- Physical address in Panama to receive courier packages for your Panama corporation & Panama foundation.
- Forwarding service via post mail, courier, fax, or scanned email attachment.
To summarize, from US$3,200 you are receiving all of the following!
- Panama Foundation (With First Year’s Annual Corporate Franchise Taxes Paid)
- Panama Corporation (With First Year’s Annual Corporate Franchise Taxes Paid)
- 1 Corporate Bank Account Introduction & Assistance
- 1 Corporate Brokerage Account Introduction & Assistance
- General Manager Agreement
- Mail Forwarding Service
Note: Courier service (FedEx, DHL, UPS) (to America = US$100, to Europe = US$150, to Asia = US$250).
Ready to Get your Corporation & Foundation Package Setup?
Contact Us for a consultation.