Caribbean & Atlantic · 🇵🇦 Panama

Panama

A dollarized economy, a territorial tax system, and a long-established foundation and corporate framework make Panama the structuring hinge between the Americas and the Atlantic, anchored by the Canal and one of the largest open ship registries in the world.

Legal system Civil law · territorial tax Regulators SBP · SMV

Panama at a glance

Legal system
Civil law with commercial-code influences; territorial tax regime
Company formation
The Corporations Law (Law 32 of 1927) governs the sociedad anónima, and the Private Interest Foundation Law (Law 25 of 1995) governs foundations used for succession and asset-holding; limited liability companies are also available.
Trust regime
Panama recognizes the fideicomiso (trust) under its trust law, alongside the heavily used Private Interest Foundation, which provides a civil-law alternative to the common-law trust for estate planning and asset protection. Both are established and administered through licensed local professionals.
Funds
The securities market and investment funds are regulated by the SMV under the Securities Law, providing registered and private fund categories. Panama is also significant for trade, maritime, and trust-related financial activity.
Tax posture
Panama applies a territorial tax system under which foreign-source income is generally not taxed, while Panama-source income is taxable; there is no general capital gains tax on foreign income.
Region
Caribbean & Atlantic · Foundations · Shipping
How we act
Coordination by Hart David Carson LLP; local law advice by locally admitted counsel.

Panama earns its place in cross-border structuring through the combination of its features rather than any single one of them: a US-dollar economy with no currency risk, a territorial tax system that leaves foreign-source income outside the local net, and a civil-law foundation and corporate framework refined over nearly a century of use.

That foundation is reinforced by geography. The Canal and the logistics corridor that surrounds it make Panama a natural hub for trade-finance, holding, and maritime activity, and the country operates one of the world's largest open ship registries. For clients moving goods, capital, or vessels between the Americas and the Atlantic, the jurisdiction frequently sits at the center of the structure rather than at its edge. Holding companies, private interest foundations for succession, and shipping vehicles are the workhorses.

Panama is also a substantial international banking center, supervised by the Superintendency of Banks. After greylisting and the reforms that came out of it, the jurisdiction has tightened anti-money-laundering supervision, established a beneficial-ownership registry, and worked to align with FATF and EU expectations. The practical effect is that Panama remains usable for legitimate, well-documented structures, provided they carry the substance, transparency, and source-of-funds discipline that any credible jurisdiction now expects. These are general jurisdiction facts. Hart David Carson maintains no office in Panama, and all local legal advice is rendered by Panama-admitted counsel.

What can be structured here

The principal Panamanian vehicles and regimes, coordinated through our facilitation and partner network. Panama-admitted counsel render all local advice and filings.
01

Company & Entity Formation

We coordinate formation through the licensed resident agent, necessarily a Panamanian attorney or law firm, whose diligence file sets the timetable: once it clears, a sociedad anónima under the Corporations Law (Law 32 of 1927) typically incorporates in a few business days. The S.A. remains the principal operating and holding vehicle; a limited liability company form is also available.

  • Sociedad anónima (S.A.) under Law 32 of 1927 for holding, trading, and SPV use
  • Limited liability company form for closely held structures
  • Licensed resident agent (Panamanian counsel) required for every entity
  • Recorded beneficial ownership and resident-agent diligence on incorporation
02

Trusts & Foundations

The succession layer we coordinate is usually a Private Interest Foundation under Law 25 of 1995, though Panama recognizes the fideicomiso under its trust law. Ownerless and civil-law in form, the foundation does most of what a common-law trust does in estate planning and asset-holding, so it sits above one or more corporations. Licensed local professionals establish and administer both.

  • Private Interest Foundation (Law 25 of 1995) for succession, governance, and asset-holding
  • Fideicomiso (trust) under Panamanian trust law where a settlor/trustee form fits
  • Foundation-over-company structures for dynastic and family-office planning
  • Founder, council, and protector roles assigned with admitted-counsel input
03

Banking & Accounts

Panama hosts a substantial international banking center supervised by the Superintendency of Banks (SBP), with a depth of resident institutions unusual for the region. Account opening is a separate and demanding exercise. Since greylisting and the reforms that followed, banks apply enhanced due diligence and a full source-of-funds and beneficial-ownership review.

  • Resident and international banks supervised by the SBP
  • Enhanced due diligence, source-of-funds, and beneficial-ownership documentation expected
  • Onboarding favors transparent structures with genuine commercial substance
  • Introductions coordinated through our partner network; no outcome is promised
04

Funds

For a fund, we coordinate the choice between the registered and private categories the Securities Law provides, both supervised by the Superintendency of the Securities Market (SMV), since the category sets the SMV's requirements. Panama's weight in trade, maritime and trust-related finance means the fund rarely stands alone; it is usually paired with holding and shipping layers.

  • Registered and private fund categories supervised by the SMV
  • Securities Law framework for issuers, advisers, and intermediaries
  • Frequently combined with holding, trade-finance, and maritime structures
  • Authorization and ongoing compliance handled by Panama-admitted counsel
05

Regulatory & Licensing

Supervision is distributed across the SBP, the SMV, the Superintendency of Insurance, and the Superintendency of Non-Financial Subjects, with anti-money-laundering obligations strengthened and a beneficial-ownership registry established in response to FATF and EU engagement. Resident agents and other regulated providers serve as the compliance gatekeepers for formations and ongoing maintenance.

  • SBP (banking), SMV (securities), and Superintendency of Insurance oversight
  • Superintendency of Non-Financial Subjects for DNFBP supervision
  • AML/CFT obligations and a beneficial-ownership registry
  • Resident agents as the regulated gatekeepers for entity life-cycle compliance
06

Tax & Treaty Posture

Source is the hinge of Panama's territorial system, and the first thing we document. Panama-source income is taxable, foreign-source income is generally untaxed, and there is no general capital gains tax on foreign income. CRS and FATCA apply, and transparency and substance rules were tightened as Panama exited monitoring lists. Admitted counsel and tax advisers confirm positions against home-country rules.

  • Territorial system, with foreign-source income generally untaxed locally
  • No general capital gains tax on foreign-source income
  • CRS and FATCA reporting; substance and transparency rules apply
  • Home-jurisdiction tax treatment confirmed before any structure is relied on

Government Affairs & Facilitators on the ground

How the firm coordinates registry agents, foundation administrators, banks, and regulator engagement, working alongside locally admitted counsel and never as a local office.
01

Where engagement runs

Interaction with the Panamanian system runs through the SBP, the SMV, the Public Registry, and licensed resident agents, with commercial disputes resolved in the courts and arbitration centers. Panama-admitted counsel act as resident agents and provide the opinions and statutory filings that give a structure legal effect.

02

The facilitation network

Hart David Carson coordinates a facilitation and partner network of Panamanian resident agents, foundation administrators, banks, and maritime agents. We assemble the providers the matter needs and keep them moving in concert. We do not ourselves give Panamanian legal advice.

03

Locally admitted counsel

All local legal advice, opinions, and filings are rendered by Panama-admitted counsel. Where a matter is contentious or comes before a regulator, those local professionals appear in matters before the SBP, the SMV, and the courts. The firm does not speak for any agency.

04

No office in Panama

The firm holds no office in Panama and acts solely as coordinator. That division of responsibility is deliberate. The licensed local providers keep the regulated gatekeeping, and we keep responsibility for coordinating the whole matter.

How we coordinate a matter here

One structure,
one point of accountability.

Hart David Carson can scope a Panama corporation, private interest foundation, or shipping structure, engage a licensed resident agent, and coordinate banking and compliance steps through Panama-admitted counsel who provide all local legal advice and statutory filings. You deal with one team; we manage the providers behind it.

Scope the structure and confirm objectives with you Engage the resident agent, foundation administrator, and bank Project-manage formation, banking introductions, and compliance Local advice, opinions, and filings by Panama-admitted counsel
Speak to a partner →

Prepared by Hart David Carson LLP · Reviewed by Jonathan D. Herpy, Sr. · Last updated October 2026 · Educational overview · Not legal advice · Local law advice comes from locally admitted counsel.

Frequently asked

Common questions on structuring in Panama.
Does Hart David Carson have an office in Panama?

No. Hart David Carson maintains no office in Panama and does not practice Panamanian law. We coordinate a facilitation and partner network of resident agents, foundation administrators, banks, and maritime agents, working alongside Panama-admitted counsel, who render all local legal advice, opinions, and statutory filings.

What is the difference between a Panama corporation and a private interest foundation?

A Panama corporation (sociedad anónima under Law 32 of 1927) is a flexible operating and holding company with shareholders and directors. A private interest foundation (Law 25 of 1995) is an ownerless civil-law vehicle, closer in function to a common-law trust, used for succession and asset-holding rather than active trade. Many structures combine the two, with a foundation holding the shares of one or more corporations. Which is appropriate depends on facts that Panama-admitted counsel assess.

How is income taxed in Panama?

Territorially. Panama taxes Panama-source income and generally leaves foreign-source income outside the local net, with no general capital gains tax on foreign income. Practically, the source of each income stream, and the substance behind it, must be documented from the start, because territorial treatment turns on both. Panama participates in CRS and FATCA exchange of information, so the client's home tax authority will see the structure. Panama-admitted counsel and qualified tax advisers confirm positions and reconcile them with home-country rules.

How long does it take to form a Panama entity and open banking?

Incorporation of a corporation or registration of a foundation through a licensed resident agent is typically completed within a few business days once due diligence is cleared. Banking is a separate and longer process. Panama banks supervised by the Superintendency of Banks apply enhanced due diligence and source-of-funds and beneficial-ownership review, so onboarding favors documented, transparent structures with real commercial substance and can take several weeks.

Is Panama still a credible structuring jurisdiction after past list designations?

Panama has strengthened its anti-money-laundering framework and established a beneficial-ownership registry in response to FATF and EU engagement, and has worked to exit international monitoring lists. List status changes over time. We coordinate with Panama-admitted counsel to confirm current standing and to design structures that meet present transparency, substance, and reporting expectations.

How does Hart David Carson coordinate a Panama matter?

We scope the structure with you, line up the licensed resident agent, foundation administrator, bank, and, where the matter calls for one, a maritime agent, and project-manage formation, banking introductions, and compliance steps. Panama-admitted counsel provide all local legal advice, opinions, and filings. We stay the one coordinating point across the matter.

The structuring toolkit we bring

The firm-side capabilities most often deployed into Panama work. One partner coordinates U.S. counsel and locally admitted advisers for each of them.

Foundations & private-client structures

Panama recognizes the fideicomiso (trust) under its trust law, alongside the heavily used Private Interest Foundation, which provides a civil-law alternative to the common-law trust for estate planning and asset protection.

Foundations & private-client structures →

Asset & maritime finance

Panama hosts a substantial international banking center supervised by the SBP, with rigorous EDD, source-of-funds, and beneficial-ownership requirements following greylisting and subsequent reforms.

Asset & maritime finance →

International tax

Panama applies a territorial tax system under which foreign-source income is generally not taxed, while Panama-source income is taxable; there is no general capital gains tax on foreign income.

International tax →

International corporate structuring

In Panama, the Corporations Law (Law 32 of 1927) governs the sociedad anónima, and the Private Interest Foundation Law (Law 25 of 1995) governs foundations used for succession and asset-holding; limited liability companies are also available.

International corporate structuring →

Related jurisdictions

Other Caribbean & Atlantic jurisdictions we coordinate.

Cayman Islands 🇰🇾

The dominant domicile for offshore funds and cross-border SPVs, tax-neutral, with creditor-tested case law and an appeal route to the Privy Council.

Explore →

British Virgin Islands 🇻🇬

The world's most widely used jurisdiction for holding and special-purpose vehicles, fast and low-cost, with a well-litigated companies statute behind it.

Explore →

Bahamas 🇧🇸

A long-established private-wealth and fund jurisdiction with deep fiduciary expertise, resident private banking, and modern wealth-structuring law.

Explore →

Barbados 🇧🇧

A substance-based, low-tax treaty-access platform with a real double-taxation treaty network, used for Canadian and Latin American flows.

Explore →

All Caribbean & Atlantic →  ·  ← Back to Global Reach

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