New Regime on Bearer Shares for Panama Companies

New Regime on Bearer Shares for Panama Companies

Dear Clients,

The Panamanian legislature adopted Law 47 of 2013, and its recent amendment,
Law 18 of April 23, 2015 (together the "Law"), which create a regulatory
framework for the continued and lawful use of bearer shares in Panama. In
summary, the law creates a regime whereby companies can continue to use
bearer shares but are required under the regime to deliver them to an authorized
custodian. The Bearer Shares Law shall come into effect on May 4, 2015.
The Bearer Shares Law considers the following solutions:
1. If you wish to continue to use bearer shares, you will have until
December 31, 2015 to register in the Panama Public Registry a Board
of Directors or Shareholders' resolution indicating this choice and to
deliver any and all bearer shares to an authorized custodian, together
with a sworn statement required by the Law. We can provide you with
this service if needed, and act as the custodian of the bearer shares.
Fees for the registration of the Directors or
Shareholders' resolution
750USD
Annual costs to act as custody 800USD
2. If you choose to annul the bearer shares instead of delivering the
certificates in custody, we can assist you in replacing the bearer shares
for nominative shares, whether the same are issued to any shareholder
such as, the beneficial owner, a nominee provided by us, etc. You will
have until December 31, 2015 to Implement the alternative structure.
Fees for the change of shareholder including
new shares
750USD

Annual costs to act as nominee shareholder 100USD

It is important to note that if you choose not to adhere to the Law and do not
register the Board or Shareholder's resolution mentioned in (1) or choose to
annul the bearer share mentioned in (2) in the timeframe prescribed therein, the
articles of incorporation of the respective company shall be considered amended
by force of Law to prohibit the issuance of bearer shares. According to the
authorities the companies will be no longer in good standing.
In order for us to start the procedure, we kindly ask you to return to us the
original bearer share certificates together with the information which solution you
may choose.

Zurich, May 2015