Company Incorporation in Panama

ItemObligationCadence

01

Corporate structure, resident agent and domicile

Cadence: Continuous

Your Panamanian corporation must maintain its corporate structure — a board of at least three directors, a President, Secretary and Treasurer, and its shareholders — together with a resident agent and a corporate domicile in Panama, both of which Vepapu provides.

02

Annual franchise tax (tasa única)

Cadence: Annual

Every Panamanian corporation pays a US$300 annual franchise tax to the Dirección General de Ingresos, whether or not it trades. It falls due by 15 July if the company was incorporated in the first half of the calendar year, and by 15 January if it was incorporated in the second half. Missing it triggers surcharges, blocks filings and good-standing certificates at the Public Registry, and eventually leads to suspension of corporate rights.

03

Accounting records

Cadence: Annual

Under Law 52 of 2016, as amended by Law 254 of 2021 and regulated by Executive Decree 177 of 2024, a corporation that does not operate in Panama must deliver its accounting records — or, depending on its category, a financial-position summary, a sworn asset-holding declaration or a certification of inactivity — to its resident agent by 30 April each year for the previous financial year. The resident agent then files its own declaration by 15 June. Fines run from US$5,000 to US$1,000,000, with suspension of corporate rights and forced liquidation in serious cases.

04

Beneficial ownership register

Cadence: On incorporation, then on any change

Law 129 of 2020 requires the resident agent to register the company’s ultimate beneficial owners with the Superintendency of Non-Financial Subjects within 30 days of incorporation, and to keep that record current. The register is confidential and closed to the public; only accredited Panamanian authorities may request information from it.

05

Income tax return

Cadence: Only where there is Panama-source income

Panama taxes Panamanian-source income only. A corporation whose activities are conducted entirely outside Panama has no Panamanian-source income to declare, and so no income tax return to file. If any activity does generate Panama-source income, a return is due within three months of the financial year end at a 25% rate.

06

Economic substance (from fiscal year 2027)

Cadence: Annual, from FY2027

Law 526 of 2026 introduces economic substance requirements for Panamanian entities that are part of a multinational group and earn foreign-source passive income such as dividends, interest, royalties or capital gains. Those entities must show real people, premises, decision-making and operating spend in Panama, and report annually; failing the test makes the foreign passive income taxable at a definitive 15%. A standalone company that is not part of a multinational group is outside the regime. It takes effect from fiscal year 2027, with the first filings in 2028.

07

Audit

Cadence: Not required

There is no obligation to file audited accounts with the Panamanian authorities.

A rule in the margin marks an obligation whose own terms carry a consequence for the company itself, not merely a late fee. Read those first.