PANAMA Trends and Developments Contributed by: Teresa Carballo and Edgar Young, Pacifica Legal
Pacifica Legal PH The Century Tower Office 317 Betania Vía Ricardo J. Alfaro Panama City Panama Tel: +507 373 3432 Email: info@pacifica.legal Web: www.pacifica.legal
Panama as a Hub for Crypto Projects: Corporate Structures, Sector Trends, and its Regulatory Future Over the past few years, Panama has become one of the most attractive and active jurisdictions used for crypto projects worldwide. The reasons are mainly a flexible regulatory framework, a solid corporate toolkit, its territorial tax regime, and a practical approach that maps well onto the legal needs of the crypto industry. This chapter examines three trends shaping the Pana- manian market heading into 2026. First, how crypto projects are using Panamanian entities today. Sec- ond, which categories of projects are thriving in the jurisdiction, and how each sits within the regulatory framework. And lastly, the uptake in crypto legislative proposals that may reshape the picture. Part 1 – Panama’s role in corporate legal structures for crypto projects For most projects, Panama’s appeal is structural. The jurisdiction offers a strong set of entity types that map neatly onto the different functions of a Web3 pro- ject. This enables an efficient international structur- ing. Panamanian entities can be combined with one another or with vehicles in other crypto-relevant juris- dictions, such as the BVI and the Cayman Islands. By allocating different purposes for each entity, from governance, operations, token issuance, and software development, the legal risk attaching to each function is ring-fenced from the others.
The foundation as a group holding vehicle Panama’s private interest foundations are governed by Law 25 of 1995, which marked its 30th anniver- sary in 2025. Traditionally used for asset protection and estate planning purposes, private foundations in Panama have, in recent years, been repurposed for the Web3 and digital asset industries. Given their nature and characteristics, a foundation can serve as an efficient legal wrapper, a key component of a pro- ject’s corporate structure. A foundation is a legal entity with its own legal person- ality; it can sue or be sued, can be subject to rights, and enter into contracts or obligations. In relation to Web3, this feature is key, as it can provide legal per- sonality and protection to otherwise unincorporated associations that can be deemed partnerships with joint and several liability (eg, Samuels v Lido DAO , CFTC v Ooki DAO , Sarcuni v bZx DAO ). At the same time, a foundation does not have share- holders or direct owners, meaning it does not have share capital, issued shares, shareholders, partners, quota holders, members, or any other equivalent ownership-interest holders. This is an attractive char- acteristic for Web3 projects, which frequently but not always seek decentralisation. A foundation exists to pursue a defined private pur- pose. This purpose can be flexible, such as the devel- opment, growth, and advocacy of a particular protocol or project. Accordingly, the foundation’s assets (eg, tokens, proceeds) go towards this specific private
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