Limited Liability Companies

Limited Liability Companies: A Comprehensive Guide to Plan B and Nominal Managers

Limited Liability Companies

In the realm of business structures, Limited Liability Companies (LLCs) offer a blend of flexibility and protection. Delvalle & Delvalle, a law firm renowned for its expertise in corporate law, introduces “Plan B” for LLC formation, emphasizing the use of nominal managers. This guide, crafted by Delvalle & Delvalle, aims to navigate the complexities of LLCs, providing insights into the advantages and operational dynamics of Plan B. Whether you’re an aspiring entrepreneur or an established businessperson, Delvalle & Delvalle’s guidance in this guide will illuminate the path to a well-structured and legally sound LLC.

Graphical representation of Limited Liability Company structure.


  • Articles of Incorporation through which the Limited Liability Company is formed, properly inscribed in the Public Registry of Panama, in Spanish and English (English upon request from the client).
  • Original Certificate from the Public Registry stating the existence of the
  • Company (Good Standing Certificate).
  • Share certificates for each partner.
  • Nominal Managers (Includes 2 managers).
  • Signed resignation of the Nominal managers.
  • General Power of Attorney for Administration issued by the partners’
  • Assembly, in a private document.
  • Documents with Apostilles (stamps).
  • Legal Fees for the first year in the concept of the Resident Agent.
  • Courier expenses.

Understanding LLCs and Plan B

Limited Liability Companies (LLCs) have emerged as a favored business structure, offering a balance between operational flexibility and liability protection. At the heart of LLCs’ appeal is their ability to shield owners’ personal assets from business debts and liabilities while providing a more relaxed and adaptable management structure compared to traditional corporations.

Delvalle & Delvalle, leveraging their expertise in corporate law, introduces Plan B for LLC formation. This innovative approach is tailored to cater to a diverse range of business needs, making it an ideal choice for entrepreneurs and businesses seeking a robust yet flexible corporate structure.

Plan B, as conceptualized by Delvalle & Delvalle, stands out for its emphasis on nominal managers. These managers play a pivotal role in the LLC, holding positions of authority but often acting on behalf of the actual owners. This structure offers an additional layer of privacy and operational discretion, a feature highly valued in certain business scenarios.

Delvalle & Delvalle’s Plan B also simplifies the process of international business. By managing the complexities associated with LLCs, they provide clients with a straightforward path to establishing a legally compliant and efficient business entity.

The Formation Process

The formation process of an LLC under Plan B, guided by Delvalle & Delvalle, involves several key steps:

  • Articles of Incorporation: This foundational document outlines the structure and purpose of the LLC. Delvalle & Delvalle ensures that the Articles of Incorporation are meticulously drafted and properly inscribed in the Public Registry of Panama. This bilingual documentation (available in both Spanish and English) is essential for legal recognition and operational clarity.
  • Public Registry Involvement: A crucial step in the formation process is registering the LLC with the Public Registry of Panama. Delvalle & Delvalle expertly navigates this procedure, securing an Original Certificate from the Public Registry. This certificate, also known as the Good Standing Certificate, is a testament to the legal existence and compliance of the LLC.
  • Issuance of Share Certificates: Each partner in the LLC is issued share certificates, symbolizing their ownership stake. These certificates are vital for delineating ownership and voting rights within the LLC.

The formation process, while comprehensive, is made seamless and efficient under the guidance of Delvalle & Delvalle. Their expertise not only ensures adherence to legal requirements but also aligns the LLC’s formation with the specific objectives of its owners.

Components of Plan B

Delvalle & Delvalle’s Plan B for LLC formation includes several critical components that collectively ensure the effective establishment and operation of a Limited Liability Company:

  • Nominal Managers: A distinctive feature of Plan B is the incorporation of nominal managers. These individuals are appointed to manage the LLC, providing a layer of confidentiality for the actual owners. Delvalle & Delvalle assists in the selection and appointment of these managers, ensuring they align with the company’s objectives.
  • Signed Resignation of Nominal Managers: As part of their meticulous approach, Delvalle & Delvalle secures signed resignations from the nominal managers upfront. This strategy provides the LLC owners with the flexibility and security to make managerial changes as needed without delay.
  • General Power of Attorney: This critical document is issued by the partners’ assembly in a private document, granting broad administrative powers to a designated individual or entity. Delvalle & Delvalle guides the drafting of this document, ensuring it reflects the partners’ wishes and complies with legal standards.
  • Apostilled Documents: Ensuring the international validity of documents, Delvalle & Delvalle facilitates the apostille process. This involves obtaining an official seal that authenticates the documents for use in foreign jurisdictions, an essential step for LLCs with global ambitions.

Document signing for LLC formation with Delvalle & Delvalle.

Legal and Administrative Aspects

The legal and administrative framework underpinning Plan B is comprehensive, covering various aspects essential for the smooth operation of an LLC:

Legal Fees for the First Year: Delvalle & Delvalle transparently outlines the legal fees associated with the first year of the LLC’s operation. This includes services related to the role of the Resident Agent, a mandatory requirement in Panama, ensuring compliance and representation in legal matters.

Resident Agent Role: The Resident Agent, provided by Delvalle & Delvalle, plays a crucial role in the legal representation and compliance of the LLC. They act as a liaison between the company and the Panamanian authorities, handling legal notifications and ensuring adherence to local laws and regulations.

Courier Expenses: Recognizing the global nature of many LLCs, Delvalle & Delvalle manages courier expenses related to the delivery of essential documents both domestically and internationally. This service ensures timely and secure transmission of legal documents, a key component in maintaining the operational efficiency of the LLC.

Through Plan B, Delvalle & Delvalle offers a comprehensive legal and administrative framework, tailored to the unique needs of each LLC. Their expertise not only simplifies the formation process but also provides ongoing support to ensure the LLC’s compliance and success in its business endeavors.

Additional Services and Expenses

In addition to the core components of Plan B for LLC formation, Delvalle & Delvalle provides a range of additional services and manages various expenses to ensure a smooth operational flow for Limited Liability Companies. These elements are critical in maintaining the efficiency and legal compliance of an LLC.

Courier Services and Expenses: Understanding the importance of swift and secure document transfer, Delvalle & Delvalle handles all courier services. This includes the international and domestic shipping of legal documents and other necessary paperwork. They ensure that all documents reach their destinations promptly and securely, which is essential for time-sensitive legal processes.

Comprehensive Legal Support: Beyond the initial formation, Delvalle & Delvalle offers ongoing legal support for LLCs. This encompasses a wide array of services, from legal advice on corporate matters to assistance with annual renewals, compliance issues, and updates to corporate documents. Their team of experts stays abreast of changes in corporate law, ensuring that the LLC remains compliant with current regulations.

Customized Business Solutions: Recognizing that each business has unique needs, Delvalle & Delvalle provides customized solutions tailored to the specific requirements of each LLC. Whether it’s navigating complex business scenarios or providing strategic advice for growth and expansion, their approach is always personalized and client-centric.

Financial Management and Advisory: Delvalle & Delvalle extends their expertise to financial management and advisory services. This can include guidance on financial structuring, tax planning, and asset management, all crucial for the healthy financial standing of an LLC.

Networking and Business Connections: As a well-established law firm, Delvalle & Delvalle offers the added benefit of their extensive network. This can be invaluable for LLCs looking to expand their business connections, find potential partners, or explore new markets.

By offering these additional services and managing related expenses, Delvalle & Delvalle ensures that their clients’ LLCs are not only legally sound but also positioned for success and growth in the competitive business landscape.

In summary, Delvalle & Delvalle’s Plan B for Limited Liability Companies offers a strategic and comprehensive approach to LLC formation. Their expertise in incorporating nominal managers and handling legal and administrative complexities ensures that businesses are set up for success and legal compliance. Delvalle & Delvalle’s personalized services extend beyond initial setup, offering ongoing support and guidance for businesses to thrive in a competitive landscape. This guide underscores the importance of professional legal assistance in corporate structuring, highlighting Delvalle & Delvalle as a trusted partner for entrepreneurs and businesses navigating the world of LLCs. Their dedication to client needs and meticulous attention to detail make them an invaluable asset in the realm of corporate law.

Please call us to +507-390-2890, use the chat system or the contact form below if you have any questions or requests concerning our services.

We will respond to your message within 24 hours.

Telegram Icon Telegram: Delvallepanama

+507 6109 3066 or scan:

Send us an Email