071/15/Tech. NEW LEGISLATION KEEPS THE BEARER SHARES IN PANAMANIAN COMPANIES UNDER PRIVATE CUSTODY SYSTEM

Kindly note that the Republic of Panama enacted a Law that allows Panamanian corporations to keep bearer shares as long as they are deposit with a Private Custody Agent that can be the Resident Agent of the company, or any resident agent.The aforementioned Law will be in force as of May 4, 2015 for newly created companies and for companies established before that date, the Law provides a deadline until December 31, 2015 to comply with this requirement.

 

MY BEARER SHARES; HOW DO I KEEP IT?If you have bearer shares and want to keep it, you must amend the corporation’s Articles of Incorporation in order to allow said entity to employ the custody procedure. This procedure must be authorized by the corporation’s Board of Directors or by the Shareholders Assembly and this decision must be registered in the Panama Public Registry before December 31, 2015.
To comply with this formality and to be able to provide you with a Shares Custody Services, the Law requires that the owner of shares issued to the bearer, issue and deliver to the Private Custody Agent, an affidavit confirming the details of the share ownership together with the original share certificate. These documents will be kept in our safe in strict confidentiality.
If you do not want to maintain bearer shares, the Board of Directors must hold a meeting to authorize the cancellation of the shares issued in bearer form and the issuance of new share certificates in registered form. This document is not registered in the Panama Public Registry and thus maintains the shareholder information in strict confidentiality.
If by December 31 2015 the amendment set forth in this Law has not been implemented, the shareholder will not be able to exercise the rights inherent to shareholders vis-à-vis the corporation, its Board of Directors and the Panama Public Registry.
MY REGISTERED SHARES; WHAT IF I HAVE REGISTERED SHARES BUT THE ARTICLES OF INCORPORATION ALSO ALLOWS THE ISSUANCE OF BEARER SHARES?If the corporation’s Articles of Incorporation allows the issuance of both registered shares and bearer shares, and the shares have only been issued in registered form, then no procedure is required since the Law will automatically disable the ability to issue bearer shares to all companies incorporated before May 4, 2015, if they have not completed the amendments described above, prior to December 31, 2015.

 

OUR SERVICE AND WHAT IS REQUIRED?
We have a long lasting corporation with a number of resident agents that may act as Private Custody agents. We have been acting as an agent either for the formation of offshore panama corporations or for maintenance of their good standing order for many years.What we require is to kindly confirm us at your earliest convenience if you wish to continue holding the shares issued in bearer form or if you prefer to replace them with shares issued in registered form in order to initiate the appropriate paperwork and provide you with details required and cost involved.

 

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Thank you for your kind attention to the above & Kind Regards,

IMC GROUP PC
Eng. Alexandros Spanos
Managing Director

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