Private Foundations.pdf - Mossack Fonseca & Co.

9. Foundations may be redomiciled to and from Panama.
11
If the Foundation Charter does not forbid it, the Foundation’s governing body may continue the
existence of such foundation, created under the laws of another jurisdiction, in the jurisdiction of
Panama. For this, it is only required that a “Certificate of Continuation” containing the following
information be registered: (i) The name of the foundation and the date of constitution; (ii) the
registration or filing data from the country of origin; (iii) an express declaration of the Foundation
Council’s wish to continue such foundation in Panama; (iv) the new Foundation Charter or a
transcription of the original charter; (v) a Minutes of the Foundation Council granting Power and
resolving to redomicile to Panama shall be attached (we provide our clients with the respective
models, upon request).
THE FOUNDATION CHARTER
The Foundation Charter shall contain: the name of the Foundation; the Foundation’s Initial Assets; the
appointment and addresses of the Foundation Council members; the Foundation’s domicile; how
Beneficiaries are to be designated; the rules for amending the Foundation Charter; the Foundation’s
duration; the assignment of the assets and how the Foundation is to be dissolved and liquidated; and
any other lawful clause as the client may deem expedient.
It is recommended that the client use the model Foundation Charter that our firm has prepared (see
Annex No.2).
We have two (2) models of Standard Foundation Charters:
1. Irrevocable Foundation Charter:
This is a charter where the Founder does not hold any powers of any kind and is limited only to
creating the Foundation. This model is ideal for clients who do not wish to appear as the Founders
and for expediting the creation of a Foundation (see Annex No.2). In this model, we provide a
nominee Founder and proceed immediately with the registration of the Foundation, without need for
any consular legalization or legalization via Apostille by the client.
In the model Irrevocable Foundation Charter, only the Foundation Council has full administrative
powers and may remove or add Beneficiaries at its discretion, with the authorization of a Protector (if
the client wishes to appoint one).
2. Revocable Foundation Charter:
This is a model where the Founder holds full decisory powers. This model is ideal for clients wishing
to appoint themselves as the Founders. In such a case, the client must sign the Foundation Charter
before a Notary Public of his country and send it to Panama duly legalized by apostille (“Convention
of The Hague”) or by consular authentication.
In the model Revocable Foundation Charter, both the Founder and the Foundation Council hold full
decisory powers and may remove or add beneficiaries at their discretion.
The client may also prepare a Foundation Charter in accordance with his needs, for which our staff of
professionals can advise him on the matter.
YA/Pub./10.2007