Panama IBC vs. Panama S de RL
Panamanian Companies (S.A. , INC. , Corp. ) and Limited Liability Companies (S de SRL.) have many characteristics in common. Although they have many similarities, there are important differences that can make one more useful than the other depending on each individual case. Knowing some of these differences will help you choose the best option for your company;
– The S de RL must necessarily be composed of a minimum of two (2) members/shareholders, while in S.A. there is no requirement as to the minimum number of shareholders.
-In the S de RL the identity of the shareholders is public contrary to the S.A. on which is private due to the fact that the shares are not registered in the Articles of Incorporation.
– In S de RL, participation quotes are not considered as securities, unlike S.A. where the shares can be transferred privately either by delivery of the title in case of bearer shares or endorsing the certificate in case of registered shares. The transferring of quotes in the S de RL must be done public through a minute that must be recorded in the public register of Panama.
– In S de RL only a minimum of one (1) administrator who may be a natural or legal person of any nationality is required, whereas in S.A. the board should be composed of a minimum of three (3) directors who must be natural persons of any nationality also.
– The abbreviation to be used for a Limited Liability Company is S de RL while a corporation can use S.A., Inc. or Corp.
– In both figures, the capital is composed of shares from the partners that may be represented in money, work, or assets. It may be represented in the currency of any country. It does not demand the subscription of the capital nor that of any sum of money for that company to operate, however, the total amount of which must be specified in its articles of incorporation.
-In both figures, the shareholders have limited liability.
– Both can be used as they have the same tax advantages as to payment of taxes.
– Both figures must pay an annual flat fee of US $ 300.00 to keep up with the Panamanian state.