PRACTICE AREA
Corporate, Mergers and Acquisitions
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At MCA-Law Firm, we advise local and international clients on the design, structuring, and execution of complex corporate transactions, including mergers, acquisitions, reorganizations, and joint ventures. We provide comprehensive support throughout all stages of the transaction process, including legal due diligence, negotiation, structuring, and closing.
Our team has extensive experience in corporate law in Panama, corporate governance, and structuring efficient corporate vehicles tailored to each client’s strategic objectives. Our approach combines legal rigor, business acumen, and risk management, enabling us to execute transactions with legal certainty and efficiency.
We coordinate with financial, tax, and regulatory teams to ensure comprehensive solutions that maximize value and minimize contingencies in every transaction.
Comprehensive Corporate Legal Retainer
Our firm offers a corporate legal retainer service through which we act as a strategic partner and extension of your business. We provide ongoing advice on corporate, labor, and tax matters. This model ensures continuous support in decision-making, regulatory compliance, contingency prevention, and the timely management of critical situations. We take a proactive and confidential approach focused on protecting and sustainably growing your company.
Government support
The corporate sector in Panama is experiencing rapid growth thanks to the Special economic zones (SEZ). These are geographically delimited regions with special laws oriented toward the free market economy to encourage foreign direct investment in the country. Additionally, legal reforms have been approved in recent years that provide significant opportunities for micro and small businesses within the framework of corporate law in Panama.
The Panamanian government has implemented a streamlined registration system to simplify the starting and establishing new businesses. There are also special measures in place to reduce tax obligations for micro and small businesses, thus encouraging their growth and productivity. In addition, it has established digital payment platforms to ease the tax process.
Nevertheless, there are rules that all companies in the Panamanian territory are responsible for complying with. Panamanian corporate law ensures that companies conduct their business under these rules.
Services we offer
Our experience in commercial matters allows us to recognize the importance of providing timely technical advice on investment and business development.
- Advice to micro, small, and medium-sized enterprises.
- Constitución of Corporation, Limited Liability Companies, and Limited Liability Entrepreneurship Companies.
- Legal and financial advice in business structuring, project financing, and development of tourism investments.
- Advice on fintech development.
- Structuring and executing mergers, acquisitions, reorganisations and joint ventures.
- Legal due diligence and risk management in transactions.
- Drafting and negotiating corporate and commercial contracts.
- Advice on corporate governance and corporate structuring.
- Support in investment processes.
- Implementation of corporate and regulatory compliance.
- Comprehensive corporate legal retainer, providing ongoing advice on corporate, labour and tax matters.
- Ongoing strategic support in business operations and decision-making.
Small Business
Small businesses, especially in Panama, must recognize the importance of compliance and due diligence. Non-compliance can lead to severe financial penalties, legal repercussions, loss of reputation, or even closure of the company. Moreover, due diligence is crucial not only to ensure compliance but also to attract investors, facilitate partnerships, and grow the business.
The key is to maintain regular internal controls, stay up-to-date on regulatory developments, and seek legal assistance. Collaborating with legal professionals is crucial to understanding complex regulatory frameworks and addressing potential
Corporate law in Panama is in constant evolution
The Commercial Code of Panama Law No. 2 of August 22, 1916, is a legal document that regulates commercial activities in Panamá. The acts of commerce, whether or not the persons involved in them are traders; the actions resulting from it or any related acts shall be regulated according to the provisions of the Judicial Code.”
From 1916 to the present, the legal framework for establishing, operating, dissolving, and liquidating corporations has evolved. Your business will benefit from knowing how to navigate these changing legal requirements.
Likewise, international standards have changed, and Panama has adopted them to ensure a level playing field and promote the country’s growth.
A new Company
Our human capital consists of an interdisciplinary team that can guide you through the different phases of your new project. Our firm has the highest standards in compliance and due diligence, following the provisions of local and international regulations and Panamanian regulators.
It is possible to establish diverse commercial entities within the Panamanian legal framework. It can be advantageous for domestic and global operations. These structures include:
- Corporation: Two or more persons of legal age, of any nationality, even if they do not reside in the Republic, may form a corporation for any lawful purpose, following the formalities prescribed by Law No. 32 of February 26, 1927.
- Limited Liability Company (LLC): They can carry out any legal, civil, or commercial activity and can be established by two or more natural or legal persons as specified in Law 4 of January 9, 2009.
- Limited Liability Entrepreneurship Company: This legal entity simplifies the registration system and grants tax incentives to entrepreneurs who wish to establish this type of company as defined by Law 186 of December 2, 2020.