Nikolai Timofejev
15 years in FinTech and payments. Maps your business model to the right licence scope and leads the file all the way to the SMV registration, including banking and payment rails.
Set up an investment fund in Panama.
The Americas' territorial hub: investment companies are regulated under the Securities Law - Decree Law 1 of 1999 as amended, and supervised by the Superintendency of the Securities Market, which publishes its registers of private and registered investment companies, with the private interest foundation available as the holding layer above.
27 yrs
on the international marketon the market
60+
in-house specialistsspecialists
400+
Licenses obtainedlicenses obtained
Updated
Panama in brief
A territorial system with a real securities regulator.
Panama's securities market runs on Decree Law 1 of 1999 as amended - the unified text published by the Superintendency of the Securities Market, and the Superintendency is the body that registers and supervises investment companies. It publishes its lists: the private investment companies on one register, the registered investment companies on another, which is the first thing any counterparty should check. Private investment companies are the vehicle for closed groups of investors and are subject to the conditions the Law and the Superintendency's rules impose; registered investment companies carry the fuller regime and can be offered more widely. Which one a strategy needs is decided by the investor base, not by preference.
Around the fund sits the rest of Panama's toolkit. The private interest foundation is the region's most used holding vehicle - a legal person rather than a trust, common in Latin American succession planning and frequently placed above corporate and fund structures. Taxation is territorial: income sourced outside Panama is outside the charge, which is the structural reason the jurisdiction is used for regional and cross-border capital. Panama City remains the financial hub of Central America, dollarised, with a banking sector built for exactly this business. We scope the vehicle against the investors, register it properly with the Superintendency and build the holding layer with it.
A territorial hub with a real regulator: the Superintendency of the Securities Market registers and supervises investment companies under Decree Law 1 of 1999 as amended, and publishes its registers of private and registered investment companies.
Private vehicles for closed groups, registered vehicles for wider offerings, and the private interest foundation as the holding layer. Dollarised, territorial, and without any passport - stated plainly.
The two builds
The private investment company - or the registered fund.
Panama distinguishes by how widely the fund is offered. The Superintendency publishes both registers, and the investor base decides which one you belong on.
The private investment company - or the registered fund.
01 - PRIVATE INVESTMENT COMPANY
The closed vehicle
The private investment company under the Securities Law. For closed groups of investors, subject to the conditions the Law and the Superintendency's rules impose, and listed on the Superintendency's private register.
The private investment company under the Securities Law. For closed groups of investors, subject to the conditions the Law and the Superintendency's rules impose, and listed on the Superintendency's private register.
- ✓Closed investor group
- ✓Securities Law conditions apply
- ✓Listed on the SMV private register
- ✓Lighter than the registered regime
- ✓Common for family and club deals
- ✓Conditions confirmed at set-up
02 - REGISTERED INVESTMENT COMPANY
The public-facing fund
Registration with the Superintendency of the Securities Market for funds offered more widely. The fuller regime with disclosure, reporting and supervision attached.
Registration with the Superintendency for funds offered more widely. Disclosure, reporting and supervision, with administration and custody contracted.
- ✓Wider offering permitted
- ✓Full registration with the SMV
- ✓Disclosure and reporting duties
- ✓Ongoing supervision
- ✓Listed on the SMV register
- ✓Administrator and custody arranged
Reflects the unified text of Decree Law 1 of 1999 as amended, published by the Superintendency of the Securities Market. Conditions for each vehicle are confirmed against the current rules at set-up.
Why Panama
Six reasons sponsors use Panama.
✓
Territorial taxation
Income sourced outside Panama sits outside the charge. The structural reason regional capital is domiciled here.Foreign source outside.
✓
A published register
The Superintendency lists private and registered investment companies. Counterparties can verify what you actually hold.Verifiable claims.
✓
The private foundation
Panama's private interest foundation is Latin America's most used holding vehicle. A legal person, not a trust, familiar to civil-law families.Latin America's vehicle.
✓
Dollarised economy
The US dollar circulates as legal tender - no currency translation layer inside the structure.No translation layer.
✓
The regional hub
Panama City is Central America's financial centre, with a banking sector built for cross-border business.Built for cross-border.
✓
Two clear vehicles
Private for closed groups, registered for wider offerings. The choice is made by who invests, not by what is cheapest.Investors decide.
How it compares
How Panama differs from other fund domiciles.
Side by side: a territorial system with a real regulator, and no EU or US passport of any kind.
Panama vs other fund domiciles
| Feature |  Panama | Other domiciles |
|---|---|---|
| Framework | Decree Law 1 of 1999 | RAIF, CISA, IFA regimes |
| Vehicles | Private and registered | Professional and retail |
| Tax | Territorial | Neutral or exempt |
| Distribution | Regional and private | Passported or global |
Framework
PanamaDecree Law 1 of 1999
Other domicilesRAIF, CISA, IFA regimes
Vehicles
PanamaPrivate and registered
Other domicilesProfessional and retail
Tax
PanamaTerritorial
Other domicilesNeutral or exempt
Distribution
PanamaRegional and private
Other domicilesPassported or global
Country by country
| Country | Vehicle | Regulator | Notes |
|---|---|---|---|
| Panama | Private / registered company | SMV | Territorial tax, foundation |
 Bahamas | SMART and professional funds | SCB | IFA 2019 categories |
 Cayman Islands | Mutual and private funds | CIMA | CI$4,125 annual registration |
 Luxembourg | RAIF · SIF | CSSF supervises the AIFM | EUR 1.25M in 24 months |
PanamaVehiclePrivate / registered company
RegulatorSMV
NotesTerritorial tax, foundation
BahamasVehicleSMART and professional funds
RegulatorSCB
NotesIFA 2019 categories
Cayman IslandsVehicleMutual and private funds
RegulatorCIMA
NotesCI$4,125 annual registration
LuxembourgVehicleRAIF · SIF
RegulatorCSSF supervises the AIFM
NotesEUR 1.25M in 24 months
Before you launch
What a Panama fund actually requires.What a set-up requires.
A real regulator with published registers. The checklist below is what a sound set-up covers.
01
Vehicle choice. Private investment company or registered investment company, decided by the investor base.
02
Panamanian entity. Incorporated for the fund with local corporate administration in place.
03
Securities Law conditions. The requirements for the chosen vehicle read from the current unified text.
04
Superintendency filing. Registration or notification with the SMV as the vehicle requires.
05
Fit-and-proper principals. Directors and controllers vetted to beneficial-owner level.
06
Offering documentation. Subscription terms and disclosures drafted for the vehicle and its investors.
07
Administrator and custody. Service providers appointed and contracted before subscriptions.
08
Holding layer. Private interest foundation or corporate holding designed with the fund where the family needs one.
09
Source of wealth. Documented for banks and the regulator.
10
AML/CFT programme. Panamanian framework with a named officer.
11
Tax mapping. Territorial sourcing analysed and documented, plus investor-level treatment abroad.
01
Vehicle chosen by investors.
02
Panamanian entity formed.
03
Law conditions read current.
04
SMV filing completed.
05
Principals vetted to UBO.
06
Offering documents drafted.
07
Administrator and custody.
08
Holding layer designed.
09
Source of wealth documented.
10
AML officer named.
11
Territorial sourcing mapped.
Reflects Decree Law 1 of 1999 as amended and the Superintendency's published requirements as of 2026, confirmed against the current rules at set-up.Decree Law 1 of 1999 as amended, 2026.
How it works
From first call to a live Panama structure.
01
Investors and vehicle
Who subscribes and how widely it is offered. The questions that decide private versus registered.How widely offered.
02
Entity and holding
Panamanian company incorporated and the foundation or holding layer designed alongside it.Built together.
03
Documentation
Offering terms, subscription documents and the SMV filing prepared together.Terms and filing.
04
Registration
The Superintendency filing completed and the vehicle appearing on the applicable register.On the register.
05
Launch
Dollar banking, administration and custody live - subscriptions open.Subscriptions open.
Quick facts
RegulatorSuperintendency of the Securities Market
LawDecree Law 1 of 1999, amended
Private vehiclePrivate investment company
Public vehicleRegistered investment company
RegistersPublished by the SMV
Holding vehiclePrivate interest foundation
CurrencyUS dollar
Tax systemTerritorial
The Superintendency publishes both registers, which means anyone can check whether a vehicle is what its promoter says it is.
On the ground in Panama
Run from our Panama City office.
Prifinance - Panama
Panama City · Panama
Panama City, Panama
01
Vehicle and investors
Private or registered. Decided against who actually subscribes, before anything is filed.Decided first.
02
The SMV filing
Registration or notification prepared against the current text of the Securities Law.Against current text.
03
Holding layer
The private interest foundation or corporate holding designed with the fund, not after it.Designed with the fund.
04
Banking and launch
Dollar accounts, administration and custody arranged in the regional hub.Dollar banking live.
We also have offices in
Tallinn
Estonia
Roseni 13
Vilnius
Lithuania
Gedimino pr. 2
Prague
Czech Republic
Vlkova 532/8, Žižkov
Dubai
UAE
33 Level, Al Saqr Business Tower
London
United Kingdom
7 Bell Yard
Madeira
Portugal
Rua da Alegria 31, 1F
Istanbul
Turkey
Perpa Ticaret Merkezi, A Blok
Good to know
Taxation of Panama structures.
Territorial by design. Documented rather than assumed, and modelled where the investors live.
Territorial system
Income sourced outside Panama falls outside the Panamanian charge. The structural basis of the jurisdiction's use.The structural basis.
Source analysis matters
Territoriality is a question of where income arises, documented at structuring rather than assumed afterwards.Documented, not assumed.
Dollarised
The US dollar is legal tender - no translation layer between the fund, its investors and its assets.Legal tender.
The foundation layer
The private interest foundation's own treatment is confirmed per structure and planned with the fund.Planned with the fund.
Investor-level analysis
Subscribers are taxed where they live. The documentation is built with their residences in mind.Residence decides.
Reporting applies
Beneficial ownership and exchange-of-information obligations apply. Structures are built to report.Built to comply.
Tax summary
SystemTerritorial
Foreign-source incomeOutside the charge
CurrencyUS dollar
Holding vehiclePrivate interest foundation
ReportingBeneficial ownership · exchange
*Position as of 2026. Source analysis and investor-level outcomes are confirmed with Panamanian and local advisers per structure.
Turnkey professional support
Experienced lawyers and international consultants.
We provide end-to-end support, from company registration and the application file to regulatory interaction and compliance oversight - with an individualized approach to each client.
Oleksii Kindratenko
Builds the application itself: Panamanian vehicle, AML/KYC policy pack, capital structure and tax registrations. His document sets are the reason reviews finish in months, not years.
Eugeniu Bevziuc
First point of contact for international founders. Runs the whole setup remotely, across time zones and languages - from the first call to a live structure.
Follow Prifinance
Active across our channels.
Panama · SMV
Launch your Panama fund with expert support.
Full-service assistance - from vehicle choice and Superintendency filing to the foundation layer, banking and launch - run through our Panama City office.
Get a consultation →Free legal opinion
Is Panama the right domicile for your fund?
Our legal team will analyze your case at no cost and provide a written legal opinion: which vehicle, jurisdiction, or route fits your fund.
Written assessment within 2-5 business days
Request a free conclusion →FAQ
The Panama fund: frequent questions.
Who regulates funds in Panama?+
The Superintendency of the Securities Market, under the Securities Law - the unified text comprising Decree Law 1 of 1999 and the laws amending it. It registers and supervises investment companies and publishes its registers.
What vehicles are available?+
Private investment companies for closed groups of investors, and registered investment companies for funds offered more widely with the fuller disclosure and supervision regime attached.
How do I verify a Panama fund?+
Check the Superintendency's published lists. Both private and registered investment companies appear on registers the regulator publishes - the fastest way to test whether a vehicle is what its promoter claims.
What is a private interest foundation?+
Panama's civil-law holding vehicle - a legal person that owns assets, widely used in Latin American succession planning and often placed above corporate or fund structures. It is not a trust, and for civil-law families that is usually the point.
How does territorial taxation work?+
Income sourced outside Panama falls outside the Panamanian charge. Territoriality turns on where income actually arises, so the analysis is documented at structuring rather than assumed later.
Is Panama dollarised?+
Yes - the US dollar circulates as legal tender, which removes the currency translation layer between the fund, its assets and its investors.
Does a Panama fund passport anywhere?+
No. There is no EU or US passport. Distribution is regional and private, and cross-border marketing follows each target country's own rules - mapped before launch.
What ongoing obligations apply?+
They follow the vehicle: registered investment companies carry disclosure, reporting and supervision; private vehicles carry the conditions attached to their category. Beneficial ownership and exchange-of-information obligations apply across the board.
Panama or the Bahamas?+
The Bahamas offers the SMART fund's bespoke design and an hour's flight from Miami; Panama offers territorial taxation, dollarisation, the private foundation and a Latin American client base. Investor geography decides - we model both.
Why Prifinance for Panama?+
Vehicle chosen against the actual investor base, the Superintendency filing prepared against the current text of the Law, and the foundation layer designed with the fund rather than bolted on.
Who regulates?+
The SMV, Decree Law 1.
Which vehicles?+
Private or registered.
How to verify?+
The SMV's published lists.
Foundation?+
Civil-law holding person.
Territorial?+
Foreign source outside.
Dollarised?+
Yes - legal tender.
Passport?+
None - said plainly.
Ongoing?+
By vehicle category.
Or Bahamas?+
Investor geography.
Why you?+
Filed against current text.
Client notes
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Founders who wanted it done right.
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Get a free legal opinion on your project - our legal team will analyze your case at no cost and provide a written legal opinion: which jurisdiction, licence scope, or route fits your business.Free legal opinion: which Panama vehicle fits your fund and what it will cost.
✓Written legal opinion within 2-5 business days - free of charge✓A clear recommendation on the right licence scope, not a sales pitch✓Transparent fixed fees, confirmed up front✓EN · RU · ES speaking team
Prifinance is an independent law and advisory firm. We are not a regulator and are not affiliated with, endorsed by, or acting on behalf of Superintendency of the Securities Market or any other public authority. Authorisations are granted by, and obtained directly from, the competent authorities.