1989 - 2019 30 years in business Friday, 19th April 2019

PANAMA: Draft Bill No. 182 amending Article 71 of the Code of Commerce

Dear Clients,

We are writing to update you on Draft Bill No. 182, which is currently going through the approval process in the National Assembly of Panama. It is expected to be approved within the next few days.

Draft Bill No. 182 seeks to amend article 71 of our Code of Commerce. This refers to a company’s obligation to maintain a share register and a register of minutes (which may be maintained in electronic form).

The proposed amendment states that if a competent authority in Panama discovers, during a formal investigation, that a company has not complied with its obligation to keep an updated share register and register of minutes, it will impose a penalty on the company of up to US$150 for each day that the non-compliance continues.

It will also request the Public Registry to place a restriction on the company. The restriction will not prevent the company from registering corporate documentation or requesting certificates. However, the company may not be dissolved and any certificates issued in its name will state that the company has pending obligations with the authorities.

When the competent authority is satisfied that the company has remedied its situation, a formal notification will be issued to the Public Registry to remove these restrictions.

Once this draft bill becomes law, every company file should include complete information about the shares issued and copies of the minutes passed.

For companies where we provide director services, this information will need to be kept in our records.   We will therefore be reviewing company files to request the missing information from you if necessary.

We will keep you informed of any further developments regarding the approval of Draft Bill No. 182 and its implementation date.

Should you need any clarification, please do not hesitate to contact us at info@cardwell-capital.com

Kind regards

Cardwell Advisory Desk



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