Companies and business · Quirós & Quirós
Resident agent and corporate maintenance in Panama
We help you keep your entity’s affairs organized, handle corporate changes and resolve outstanding issues that affect its operations.
On this page
Getting started
Key points
- This service covers existing entities.
- Resident agents and managers have different roles.
- Inactivity does not automatically remove obligations.
- Decisions must be reflected in appropriate documents and registers.
My company is inactive: what should I check?
Gather incorporation documents and amendments, resident-agent details, payment records and unanswered notices. Explain whether the entity holds assets, accounts, contracts or debts, even if it has no sales.
Having no operations does not by itself remove reporting duties. We review the available records and the obligations applicable to that entity before proposing maintenance, regularisation or closure.
DGI · Agente Residente · in Spanish
Keeping an entity in order
A company must retain records and meet obligations even without daily transactions. Review distinguishes registry information, management, owners, books and outstanding compliance. These records establish what is current and what needs regularisation.
The resident agent’s role
The resident agent performs the legal functions of that position. This does not automatically include business management, signing all contracts or bookkeeping. The engagement identifies assumed duties, documents the client must supply and services requiring additional agreement.
Minutes, changes and representation
Changing directors, granting powers or amending articles requires checking decision-making authority and formalities. We prepare instruments and coordinate included registrations. Informal shareholder decisions may require further documentation to have the intended effect against third parties.
Corporate and accounting records
We organize custody of books, registers and supporting information and responses to update requests. Beneficial ownership and business records must be kept under applicable rules. An accountant’s role is distinguished from legal preparation and representation.
Where the resident agent’s sworn declaration concerning accounting records is required, the information for each entity and reporting period is checked separately. Article 7 of Executive Decree 177 of 2024, as amended by Executive Decree 42 of 7 November 2025, sets the general filing deadline at 15 July each year. Before identifying an outstanding filing, the applicable obligation, any special provisions for the reporting period and proof of filing must be checked.
Source: Executive Decree 42 of 2025, articles 1 and 3 (official text in Spanish).
Regularising or closing a company
Arrears or inactivity require review of balances, registry status, commitments and documents before deciding. Abandoning an entity can leave obligations outstanding. Dissolution, liquidation or reactivation requires its own assessment and scope, identifying steps and duties to address.
How we proceed
Your matter, step by step
- Review the current position
Gather articles, amendments, powers of attorney, certificates, ownership registers and evidence of periodic obligations.
- Organize outstanding matters
Identify management changes, missing documents and tax or compliance matters requiring professional coordination.
- Define follow-up arrangements
Agree who supplies each document, the firm’s tasks and how actions will be recorded.
Preparing for your consultation
- Incorporation deed and amendments.
- Certificates and representation documents.
- Recent minutes, powers and agreements.
- Identification of those giving instructions.
- Requirements, receipts and known outstanding matters.
Fees, expenses and timing
Distinguish recurring services from extraordinary amendments, powers, certificates and regularisation.
Completing records may require information from managers, previous agents, accountants or institutions.
How we explain your legal fees →Answers for this consultation
I have a company and want to change lawyer or resident agent. Where do I start?
Gather the incorporation deed, amendments, certificates, minutes and powers of attorney, together with the previous agent’s details and known outstanding matters. We examine who can authorize the change, which documents are missing and how to organize their handover. We then assess acceptance of the engagement and distinguish initial regularisation from ongoing maintenance. Sending an inquiry does not, by itself, formalise the agent change or an ongoing service agreement.
Does paying the resident agent cover all company expenses?
Formation and subsequent maintenance must be described separately. Before engaging the service, distinguish initial and recurring costs: resident agent fees, annual franchise tax where applicable, accounting, returns and exceptional actions. The proposal specifies the services and payments included, expenses payable to third parties or authorities and tasks requiring a separate quote. Paying one item does not mean all others are covered.
Can I consult you if minutes or certificates are missing?
Yes. Start with the documents you retain and details of those who managed the entity. The legal team handling your corporate matter identifies missing minutes, certificates, old receipts and records, then organises the inquiries and steps needed to reconstruct and review relevant information. You do not need to have everything resolved before the initial consultation.
More questions about this service:
- I have a company and want to change lawyer or resident agent. Where do I start?
- Does paying the resident agent cover all company expenses?
- Can I consult you if minutes or certificates are missing?
- Can you check how much my company owes?
- Does paying arrears remove every suspension?
- Can every suspended company be reactivated?
- Can you help if the company owns property?
- Does retaining profits in the company avoid any additional payment?
Further reading
Working with our firm
A clearly defined engagement
- Review of corporate records and acceptance as resident agent subject to requirements.
- Preparation of agreed corporate acts and follow-up organization.
- Assessment and handling of regularisation or dissolution where appropriate.
Our proposal sets out which of these services you need and the terms of our engagement.