We design peace of mind for doing business in Panama.

As a business grows, so do its legal decisions.

Incorporating a company is relatively simple. What truly matters is how it is structured, how it is governed, how it is protected and how it is prepared for what comes next.

A decision made today can have direct consequences on:

• The relationship and balance among partners.
• The smooth flow of daily operations.
• Tax and financial efficiency.
• Security and transparency in contracting.
• The protection of shareholders' assets.
• The ability to attract or close a future investment.
• The viability of an acquisition or strategic sale (M&A).
• The orderly succession of the company.
• And, in family businesses, the continuity of the legacy itself.

That is why at FDR we do not see Corporate Law as a set of procedures or bureaucratic paperwork. We see it as a strategic tool to build peace of mind and give your business long-term sustainability.

The FDR Methodology

Our methodology follows the natural life cycle of businesses, turning legal requirements into pillars of stability: Create · Grow · Protect · Transcend.

Your company needs more than a legal entity. It needs a structure.

Incorporating a company in Panama is only the first step. Real planning begins by determining which legal structure best responds to your current and future objectives.

At FDR Abogados we support the initial architecture of your projects through:

• Company Incorporation: Corporations (S.A.) and Limited Liability Companies (S.R.L.) tailored to the founders' operational reality.
• Shareholder Agreements: Clear organization of partner relationships, exit clauses and mechanisms to resolve corporate deadlocks.
• Private Interest Foundations (PIF): Vehicles designed for asset protection, family investments and succession planning.
• Branches and Subsidiaries: Legal establishment and registration of foreign companies seeking to operate directly in Panama.
• Operation Notices and Licenses: Processing of commercial permits, regulated licenses and structures linked to special regimes, in coordination with our administrative legal services.
• Business Group Structuring: Corporate reorganizations prior to expansion or capitalization processes.

It is not only about incorporating a company. It is about starting with a structure that can support it as it grows.

An orderly company can make better decisions.

As a company grows, new partners, contracts, employees, investments, regulatory obligations and strategic decisions appear. Our job is to ensure that growth does not produce legal disorder.

We support senior management and boards of directors in key areas:

Corporate Governance

• Preparation and conduct of Board of Directors and Shareholders' meetings.
• Drafting and custody of minutes, corporate agreements and corporate books.
• Organization and formalization of the internal corporate order.

Strategic Commercial Contracting

• Drafting and negotiation of commercial contracts: distribution, franchises, agencies, supply and confidentiality.
• Structuring of strategic alliances and business collaboration agreements.

Compliance and Risk Prevention

• Due Diligence protocols (KYC/KYB) and corporate risk prevention.
• Regulatory compliance before local authorities, in coordination with tax advisory when the context requires it.

Corporate Labor Relations

• Legal structuring of hiring for staff and key executives.
• Prevention of labor contingencies and structured handling of terminations.

When a company is also part of a family, the law must protect both relationships.

Family businesses face a particular reality: business decisions can affect family relationships, and family dynamics can affect the continuity of the company.

At FDR Abogados we work on two dimensions that must be perfectly coordinated: the family, with its relationships, expectations, participation, assets and succession vision; and the company, with its ownership, governance, management, decision-making and market competitiveness.

We support comprehensive processes of:

• Governance and protocols for family businesses.
• Agreements and covenants among members of the business family.
• Organization and protection of share ownership.
• Business succession planning and generational transfer.
• Preparation of the next generation in governing bodies.
• Corporate reorganizations for asset preservation.

Preserving a family business means more than preserving an estate. It means preserving relationships, opportunities and a legacy.

Major business decisions need more than a law firm.

Buying a company, selling it, bringing in an investor or reorganizing a business group are strategic decisions that transform the future of a business. We support these operations from initial evaluation through structuring, negotiation and formal closing.

Our counsel covers:

• Legal Due Diligence: Thorough assessment of legal, corporate, labor and regulatory contingencies.
• Transaction Structuring: Design of share or asset purchase agreements (SPA/APA) and investment agreements.
• Guarantees and Closing Schemes: Contractual protection mechanisms, escrow accounts and pre- and post-closing conditions.
• Reorganizations and Mergers: Post-transaction legal integration and restructuring of corporate groups.

Invest with information, structure and legal certainty.

Before committing capital to a property or real estate development in Panama, it is essential to know what is being acquired, under what registry conditions and what its legal implications are.

We support investors and developers with:

• Real Estate Due Diligence: Title review at the Public Registry, freedom of liens, encumbrances and limitations.
• Transaction Structuring: Drafting and negotiation of purchase promises, deeds, purchase agreements and commercial leases.
• Investment Vehicles: Structuring of real estate trusts and asset-holding schemes.
• Special Projects and Investments: Advice on property regularization, land title clearance and tourism or commercial developments.

Our goal is not to promise the absence of risk. It is to help you know it, understand it and manage it before making a decision.

Panama can be the starting point for a regional operation.

For foreign entrepreneurs and investors, establishing a presence in Panama is usually part of a much broader strategy of expansion or asset protection.

At FDR Abogados we support legal structuring in Panama in direct coordination with the legal, tax and accounting advisors of your home country. We do not replace your advisors; we integrate with your team to ensure a smooth and efficient transition.

Our regional advisory covers:

• Structuring of operations and investments in Panama for foreign capital.
• Panamanian companies and vehicles coordinated with multinational structures.
• Cross-border asset continuity planning.
• Advice to Family Offices and international investors.
• Guidance on residency options in Panama for executives and foreign investors who need to establish themselves in the country.

Experience that understands the reality of international cooperation.

For more than 25 years, Attorney Andrés Fuentes De León has worked directly with entities linked to international cooperation, multilateral organizations, diplomatic missions and non-governmental organizations.

This direct track record makes it possible to understand not only the Panamanian legal framework, but also the institutional, administrative, budgetary and operational dynamics that characterize these projects.

We provide specialized solutions in:

• Establishment and Recognition: Obtaining legal personality, international mission status and registration under regimes such as the City of Knowledge.
• Expatriate and Local Staff Management: Special immigration procedures, work permits and structuring of contractual relationships.
• Compliance and Oversight: Legal management of grants, execution of projects with international funds and formal liaison with government authorities.

We do not just want to be your lawyers. We want to understand your business.

At FDR we believe legal counsel acquires real value when the lawyer deeply understands what the client is trying to build.

That is why we take the time to understand what you want to do (your commercial and international goals), why you want to do it (the strategic background of the decision), what risks you are willing to assume (your risk profile and tolerance) and what you want to protect (your assets, your partners, your family or your reputation).

Our work consists of translating those business decisions into the appropriate legal language to help our clients move forward with clarity, certainty and serenity.

LEGAL EXPERIENCE + BUSINESS VISION + CLOSE COUNSEL

Peace of mind does not happen by chance. It is designed.

Every company has a different story. Every family has a different dynamic. Every estate has different objectives.

That is why we do not believe in pre-designed legal solutions or serial processing. We listen, analyze, design and support. Because behind every company there are people, decisions, assets and projects for the future.

At FDR Abogados we design the legal structure that helps protect everything you are building.