PANAMA Law and Practice Contributed by: Kharla Aizpurua O., Roberto Vidal and Miguel Arias, Morgan & Morgan
Commodities Trading Platforms Panama also permits commodities trading plat - forms under Law 23 of 1997 (as amended) and Executive Decree 11 of 1998 (as amended). The National Commission of Commodities Exchange regulates these platforms and requires a licence to operate. Brokers also need a special license to trade commodities within these platforms. Panama has one commodity trading platform, the Bolsa Nacional de Productos, S.A. ( “BAI- SA” ). Products that can be traded on commodi - ties exchanges include any goods, services, and products, whether domestic or foreign, and contracts or commercial documents that repre - sent, establish, or grant rights over these goods, services, or products. 6.2 Regulation of Different Asset Classes Securities and financial instruments are regulat - ed by the Securities Law and the Superintend - ency of the Securities Market (SMV). In contrast, commodities are regulated by Law 23 of 1997 (as amended from time to time) and Executive Decree 11 of 1998 (as amended from time to time). Currently, Panama does not regulate secu - rity tokens and cryptocurrencies. 6.3 Impact of the Emergence of Cryptocurrency Exchanges No specific laws or regulations govern the issu - ance 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 cryptocur - rency exchanges has forced the regulators to issue statements and, in certain cases, analyse whether they have jurisdiction over cryptocur - rencies. For example, the Superintendency of the Securities Market (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 their view, cryptocurrencies: • lack a legal framework and are not subject to supervision or regulation by any financial reg - ulatory authority in the Republic of 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 crypto-exchange platforms. It has advised that to secure their investments, rights, and obliga - tions, entities creating and operating these plat - forms should limit their liability by prioritising transparency and informing investors or “users” that cryptocurrencies are not regulated. 6.4 Listing Standards There are no regulatory listing standards. For registered securities and financial instru - ments, industry practices indicate that public offerings totalling less than USD 12 million are uncommon. Specifically, for bonds, Rule 2-2010 issued by the SMV mandates that the duration of revolving bond programs must not exceed ten years. This does not imply that the matu - rity of bonds issued under a revolving program cannot extend beyond ten years from the issu - ance date; rather, the availability of the program, under which the issuer can issue bonds, cannot last more than ten years.
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