PANAMA Law and Practice Contributed by: Kharla Aizpurua Olmos, Roberto Vidal, Miguel Arias and Eduardo Oteiza, Morgan & Morgan
6.4 Listing Standards There are no regulatory listing standards.
rently, Panama does not regulate security tokens and cryptocurrencies. 6.3 Impact of the Emergence of Cryptocurrency Exchanges No specific laws or regulations govern the issuance or transaction of virtual assets in Panama. An attempt was made to legislate this matter through Bill 697 of 2022, which ultimately did not become law. Nevertheless, the emergence of cryptocurrency exchanges has forced the regulators to issue state - ments and, in certain cases, analyse whether they have jurisdiction over cryptocurrencies. For example, the SMV has issued public statements indicating that cryptocurrencies are not considered “securities” and therefore are not regulated by the SMV. The SMV has also warned the public about the risks associated with cryptocurrencies, noting that, in its view, cryptocur - rencies: • lack a legal framework and are not subject to supervision or regulation by any financial regulatory authority in Panama; • have no inherent value, being intangible, and their circulation occurs via the internet; • do not have the approval or regulation of a central authority; • are vulnerable to money laundering; • are highly volatile and speculative assets; and • involve a high risk of fraud. Furthermore, the SMV has stated that it does not have the legal authority to regulate or supervise cryp - to-exchange platforms. Recently, the SMV issued Opinion 4 of 2025, in which the SMV reaffirmed that cryptocurrencies are not considered securities or financial instruments under the Securities Law. As a result, Opinion 4 of 2025 states that a non‑custodial technological platform that facilitates user interac - tion with decentralised exchanges does not involve intermediation, investment advice, custody of finan - cial instruments, portfolio management, or public offerings of securities, and therefore does not trigger any licensing, registration or compliance obligations before the SMV.
For registered securities and financial instruments, industry practices indicate that public offerings total - ling less than USD12 million are uncommon. Specifi - cally, for bonds, Agreement 2 of 2010 issued by the SMV mandates that the duration of revolving bond programmes must not exceed ten years. This does not imply that the maturity of bonds issued under a revolving programme cannot extend beyond ten years from the issuance date; rather, the availability of the programme, under which the issuer can issue bonds, cannot last more than ten years. 6.5 Order Handling Rules Regarding securities trades on an organised exchange, Agreement 5 of 2003 issued by the SMV, which regu - lates order handling, mandates that brokerage firms require their clients to issue orders that are clear and precise in scope and meaning, ensuring both the issuer and recipient fully understand their effects. Orders placed over the phone may be recorded with prior client authorisation. Entities receiving orders must execute them or take necessary measures to deliver them to the responsible entity on the same day of receipt or, if not possible, on the next business day. The receiving entity must include the order in its register in strict chronological order, assigning each a consecutive number and identifying the broker who received the order. These rules apply exclusively to entities handling orders for securities and financial instruments traded on organised exchanges in Panama or globally. 6.6 Rise of Peer-to-Peer Trading Platforms Peer-to-peer trading platforms of registered securities are currently not permitted in Panama, as the Securi - ties Law requires that all trades of registered securities must be carried out through a stock exchange and the investors’ brokers and their brokerage accounts. Panama does not regulate trading in securities that are not subject to registration and other assets (such as cryptocurrencies).
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