How to Register a Limited Company in Panama (2025)

A public limited company (commonly abbreviated as S.A.) is a type of legal structure used to set up companies in Panama. It is one of the most used forms by both nationals and foreigners, due to its flexibility, protection and easy legal maintenance. Within the Panamanian corporate ecosystem, the public limited company functions as a Independent Legal Entity, which means that you can own assets, contract debts and carry out business activities in your own name.

From a legal point of view, a S.A. is different from its owners (shareholders), so the latter are not responsible with their assets for the company's obligations. This principle of limited liability is essential for those who want to undertake without risking their personal assets.

Public limited companies in Panama are widely used for:

• Operating local or international businesses, physical or digital
• Manage assets or assets In a Structured Way
• Establish an offshore company With Legal Tax Advantages
• Protect investments Under a Formal Structure

A key point is that Panama allows public limited companies to be incorporated by natural or legal persons, national or foreign. It is not mandatory for shareholders or directors to reside in the country, which makes the process easier for those who want Create a company in Panama from abroad.

Main characteristics of a Panamanian public limited company

To understand how a public limited company works in Panama, these are some basic elements that make it up:

1. Shareholders: At least one, can be domestic or foreign. Your name does not need to appear publicly in the public record.

2. Directors: At least three (President, Secretary and Treasurer) are required. They can be the same person or legal entities.

3. Capital: Authorized capital (for example, USD $10,000) is generally established, although it is not mandatory to deposit it upon creation.

4. Articles of association: It is the legal document that defines the internal functioning of the company: activities, duration, address, limitations, etc.

Thanks to this flexible model, the public limited company in Panama is used in various sectors: commerce, technology, real estate, logistics, consulting and more. It is also commonly chosen as a vehicle for offshore company registration in Panama.

In short, the public limited company serves as an efficient legal platform for carrying out commercial activities, national or international, with low requirements and a high level of confidentiality and legal protection.

Panama has established itself as one of the most attractive jurisdictions for the incorporation of companies, and a large part of this attraction lies in the advantages offered by public limited companies. This type of legal entity provides a powerful combination of flexibility, protection and tax benefits for both local and foreign entrepreneurs looking for an efficient solution for their businesses and investments.

1. Competitive tax advantages

One of the biggest attractions is Panama's territorial tax system. Under this model, public limited companies are only taxed on income generated within the country. In other words, income earned outside of Panama is not subject to local taxes. This represents one of the main Tax Advantages of a Panamanian Limited Company, especially for global businesses.

In addition:

• There is no tax on dividends distributed outside the country.
• It is not required to declare foreign income.
• There is no capital gains tax under certain offshore conditions.

This environment makes Panama an attractive hub for structuring international businesses.

2. Ease and Speed in the Constitution Process

El Legal process to open a company in Panama is remarkably efficient. Next to uN authorized lawyer, you can incorporate your company in less than 5 business days, with the appropriate documents.

In addition:

- No minimum paid-up capital is required.

- It can be done Registration from abroad.

- It is possible to use directors and registered shareholders to maintain anonymity.

3. Access to financial and business services

Having a Panamanian public limited company allows you to open bank accounts in different jurisdictions, sign contracts, issue invoices and establish business relationships at a regional and international level. Many foreign companies use the Panamanian public limited company as a vehicle for their offshore operations.

4. Asset protection and confidentiality

La Limited Liability of protects shareholders personal assets in the event of debts or lawsuits against the company. In addition, Panama does not publish the names of the real owners in the Public Record, which provides a high degree of legal privacy (although records are kept to comply with international regulations).

5. Operational flexibility

A public limited company in Panama can operate in various activities, not limited to a single sector. It's also possible to keep a business idle without excessive costs. This makes it ideal both for active projects and for asset structuring and future investment.

These advantages make many entrepreneurs choose Open a company in Panama as a foreigner, taking advantage of legal benefits without the need for permanent residence (although you can later choose visa or residency options depending on your business objectives).

In conclusion, the Panamanian public limited company offers a complete package: legal facility, tax advantages, global access and operational security. In the next sections we will see exactly What is needed to open a company in Panama, what documents to submit, and how to complete your registration legally and securely in 2025.

Before starting the registration process, it is essential to know the Basic Requirements for Setting Up a Public Limited Company in Panama in 2025. These requirements apply to both residents and foreigners and form the legal basis for your company to be duly registered in the Panamanian system.

Una Limited Company (S.A.) in Panama can be formed by one or more people, with total freedom over their nationality and residence. The law allows shareholders and directors to be natural or legal persons, providing flexibility in the corporate structure.

Documents required to set up a company in Panama

To begin the incorporation process, you'll need to gather and submit several essential documents. Here's what it takes to open a company in Panama in 2025:

• Company name: It must be unique and available in the Public Registry of Panama.
• Company bylaws: Legal document that establishes the internal rules, the purpose of the company, duration, authorized capital, and distribution of shares.
• Information about directors: Minimum three (President, Secretary and Treasurer), who can be Panamanian or foreign.
• Resident agent: Lawyer or legal firm licensed in Panama that acts as a legal intermediary.
• Copy of the shareholders' passport: Or valid identification document, translated if necessary.
• Tax Address: An address where to declare to the General Directorate of Revenue.

In many cases, it will also be necessary to prepare a bank reference letter and documents that support the origin of funds, especially if a company is opened for international purposes or as Offshore Company.

Additional Considerations for Foreigners

If you are thinking about Create a company in Panama from abroad, you don't need to be physically in the country to form your company. With the support of a local incorporation agent, the entire process can be done remotely. This is ideal for those who want to invest or expand in Latin America without changing their residence.

In addition, Panama does not require that the company has a local physical headquarters or that its activity be limited to the Panamanian market, as long as the company complies with its tax obligations in accordance with the current territorial system.

Understanding these requirements is the first step to a successful constitution. Once you're clear about what documents you need to submit and who will be involved in society, you're ready to move on to the formal legal process.

Once you have your documents ready and you have defined your corporate structure, you can begin the formal registration process. Below we review the Steps to create a public limited company in Panama in 2025, chronologically and clearly.

1. Drafting of the articles of association

The first step is to draft the company's bylaws. This document defines the objectives of the business, the duration of the company, the capital structure (shares), the rights of shareholders and the functions of the board of directors. It is usually written by the lawyer or Incorporating agent which will represent society.

2. Signing of the Social Pact Before a Notary

Once the document has been drafted, it must be signed by the founders or authorized subscribers (usually your lawyers) before a Panamanian notary public. This act gives legal life to the company and authorizes its subsequent registration in the Public Registry of Panama.

3. Registration in the Public Registry

The notary submits the document to the Public Registry for publication. This entity validates and publishes the constitution of the company, giving it official legal personality. This step may take a few days, depending on the administrative burden.

4. Obtaining the Single Taxpayer Registry (RUC)

Once registration is complete, the next step is to obtain the RUC Panama (Single Register of Taxpayers) before the General Directorate of Revenue (DGI). This number identifies the company before the tax authorities and allows it to carry out tax activities such as invoicing or tax reporting.

5. Business License Application

If the company will operate locally, the Business License corresponding to the Ministry of Commerce and Industry (MICI). This document certifies that the company is authorized to carry out specific economic activities within the country.

6. Bank account opening (optional but recommended)

After registration, many companies are also looking to open a local business bank account, an important step in internationalizing operations and facilitating payments. Although it is not legally mandatory, it is recommended for managing finances in a formal and professional manner.

Summary of the legal process

In short, the Legal steps to register a company in Panama In 2025 they include:

1. Drafting and signing of the company's statutes.
2. Registration in the Public Registry.
3. Obtaining the RUC Record from the DGI.
4. Business license management (if applicable).
5. Optional: opening a business bank account.

This process is relatively streamlined — many companies are registered in less than two weeks with the help of an experienced incorporation agent.

Now that you know each stage of Legal process to open a company in Panama, the next logical step is to resolve the most common questions that arise along the way, especially if you're registering from abroad or exploring a typical structure Offshore.

How much does it cost to register a company in Panama?

The cost of creating a Limited company in Panama In 2025 it may vary depending on the legal services provider, but on average it includes the following expenses:

• Agent fees reside : starting at USD $300 per year.
• Fees for company incorporation: starting at USD $500
• Incorporation expenses before the Public Registry: between USD $250 - $500 depending on the authorized capital.
• Obtaining the RUC (Single Taxpayer Registry) and business license: USD $100 — $200.
• Optional services such as tax address, accounting and corporate banking: vary according to needs.

In general, the minimum initial expense is around USD $1,000 - $1,500 for standard companies. Las Offshore companies in Panama they may have slightly different rates depending on their structure.

Can I register a public limited company in Panama from abroad?

Yes, it's possible Register a company in Panama from abroad without having to travel to the country. In fact, many foreigners carry out the procedure remotely using a incorporation agent in Panama which is responsible for the entire legal and administrative process.

You will only need:

• Send a scanned copy of your passport.
• Sign legal documents via email or international messaging (as appropriate).
• Make the appropriate payments.

You should also consider issues such as your tax address and opening bank accounts if you intend to operate regularly from Panama.

How long does it take to create a limited company?

Under normal conditions, the process takes between 3 and 10 Business Days, provided that all documentation is ready and there is the support of an experienced incorporation agent.

Deadlines may be extended if:

• Official translations or other additional documents are required.
• There are delays in Panama's Public Registry.
• Specific licenses are needed to operate in regulated sectors.

However, in most cases, Create a Public Limited Company in Panama it is an agile procedure compared to other Latin American jurisdictions.

What do I need to open a bank account in the name of my Panamanian company?

Opening a corporate bank account can be one of the most delicate steps. Each bank has its own requirements, but they will usually ask for:

• Certified copy of the company's bylaws.
• Current Public Registry documents.
• Proof of address and bank references of the final beneficiaries (UBOs).
• Physical presence in Panama (in some cases to sign the opening).

By working with a specialized law firm, you can facilitate this step and receive advice on the most appropriate banking options for your type of business.

Is it mandatory to have a business license?

Yes. Every company that carries out business activities in Panama must have a business license issued by the Ministry of Commerce and Industries corresponding. This procedure is mandatory even if the company has not yet started operations, and ensures that you are complying with local regulations.

In the case of Offshore companies that do not operate within Panamanian territory, this requirement can be waived if they do not carry out local business activities.

Can I use my public limited company to operate in other countries?

Of course. One of the main Advantages of a Panamanian Limited Company is that it can be used as a legal structure for international activities, especially under the territorial taxation model. This means that profits generated outside of Panama are not subject to local taxes.

It's ideal for:

• Exporters or international trade companies.
• Owners of digital assets or remote businesses.
• Global consultants, developers and independent professionals.

Even so, it's essential to ensure that your business model complies with the tax laws of the country where you live or where you sell your services. International tax planning must be done with professional advice.