Nowadays maintaining accounting records is a requirements of all corporate jurisdictions, the before said does not mean or imply that taxes will be or must be paid in the jurisdiction, but does imply that true factual records must be kept under similar but different rules in each jurisdiction. We do believe that this requirement becomes more of a positive issue that a negative one, provided companies may at any point of time provide accurate information on the activities of the company which are reported to the jurisdictions state.
The following is a brief summary of the most salient aspects of Law 52:
Legal entities, which includes corporations, limited partnerships, partnerships in compendium or of any other type with mercantile purposes, as well as private interest foundations, that do not carry out operations that are perfected, consummated or have their effects within the Republic of Panama will be required to keep accounting records and maintain their supporting documentation in the offices of their resident agent within the Republic of Panama, or in any other place within or outside the Republic of Panama, as determined by their administrative bodies. Records must be available up to 5 years after the day the transaction registered was completed or after the company ceases operations.
For greater clarity, the accounting records are the data that accurately indicate the commercial operations carried out by the corporation, details its assets, liabilities, patrimony and its financial situation. On the other hand, the supporting documents include contracts, statement of accounts, invoices, receipts and any document which supports a commercial transaction previously performed.
Obligation of the Resident Agent to Maintain a Registry
The resident agent is required to keep a registry of the place where legal entities that do not operate in the Republic of Panama maintain their accounting records, if they are in a place different to the offices of the resident agent. Said registry must include:
- The name of the legal entity.
- The physical address where the accounting records and supporting documentation are located.
- The name and contact information of the person who keeps custody of the accounting records and supporting documentation.
Likewise, the resident agent is required to keep a copy of the records of shares and shareholders of those corporations for which they act as such.
The legal entity must confirm its resident agent, in writing, of any change of address, of the contact person or contact details regarding its accounting records and support documentation, within a period of 15 business days, counted as of the date on which the changes were approved.
In the event that the legal entity keeps the accounting records and supporting documentation outside the Republic of Panama, it is obligated to provide these to the resident agent, upon request from the competent authority, within a period of no more than 15 business days from the date of notification of said request.