Frequently Asked Questions on Corporation in Panama

WHAT IS A CORPORATION?

A corporation is an entity recognized by law as a separate "person" with limited liability. A corporation has the option to sell shares, the right to sue and be sued, and has perpetual existence.

HOW ARE OFFSHORE CORPORATIONS USED?

Offshore corporations may be used to own and operate businesses, issue shares, bonds or otherwise raise capital, guarantee obligations, hire employees, buy goods and services, sell goods and services, make contracts, rent office space, maintain checking and saving accounts, and maintain retirement plans for employees.

WHAT ARE ARTICLES OF INCORPORATION?

The Articles of Incorporation is the document which establishes the corporation and contains basic information such as the name, share structure, and purpose of the corporation. Thetaworld Corporation's Legal Department is available to assist clients who prefer to submit their own forms of Articles or who require special share clauses.

WHAT ARE BY-LAWS?

The By-laws, similar to the "Articles of Association" found in other jurisdictions, are rules the corporation creates for its shareholders, officers, and directors. By-laws are adopted by the Board of Directors as one of the first organizational steps in setting up a corporation. Upon instruction, Thetabiz Corporation nominees can adopt a standard set of By-laws for a new corporation. Unlike Articles of Association, By-laws are usually maintained internally but may be publicly filed if requested.

WHAT DOES A CORPORATE SEARCH REVEAL?

A corporate search will reveal the name of the corporation, the date of existence, amendments, names of corporate officers and directors, and any other publicly filed document. There is no requirement that the names of shareholders be filed in any public registry. Such information, therefore, remains confidential.

WHAT IS THE STANDARD SHARE STRUCTURE?

The share structure of a standard corporation is 100 registered and/or bearer shares of no par value stock or up to US $50,000.00 worth of par value stock. Par value may be denominated in any currency.

WHAT ARE BEARER SHARES?

Bearer share certificates do not indicate the name of the owner. The certificate is endorsed in blank such that the person having physical possession of the document is the owner. Bearer shares facilitate the transfer of assets because transfer of ownership is accomplished simply by the transfer of the certificate.

WHAT ARE REGISTERED SHARES?

Registered share certificates indicate the name of the owner on the document. The name of the shareholder is also recorded in the internal corporate records of the company. Although the registered owner is recorded in the corporation's internal records, no public registry of shareholders is maintained in the public registry.

The share registry is an internal corporate document available only to directors, officers and shareholders, under conditions specified in the jurisdiction's corporate statute.

WHAT ARE SHELF COMPANIES?

Shelf Companies are ready-made, never used corporations that have been created to meet a client's immediate needs. Shelf companies are available.

WHAT IS A REGISTERED AGENT?

A Registered Agent is required to ensure that the corporation has an assigned representative at a known address to receive all service of process (legal notices) on its behalf. The Registered Agent forwards these documents to the address of record of the corporation.

WHO ACTS AS REGISTERED AGENT IN THE REPUBLIC OF PANAMA?

The Registered Agent for companies formed by Thetabiz Corporation will be our Operational Officer, Director and Attorney by profession Mr. Carlos Richards.

DOES YOUR COMPANY PROVIDE DIRECTORS?

If requested at the time of incorporation, initial nominee directors will be provided by us to adopt by-laws and appoint officers and/or directors. The nominee directors will then resign. Our company provide professional nominee services.

HOW MANY DIRECTORS ARE REQUIRED?

A Panamanian corporation requires 3 directors which can also be officers.