2. Articles of Incorporation

According to Law 32 of February 26, 1927, Articles of Incorporation must at least contain the following information:

• Name and domicile of each subscriber of the Articles of Incorporation.
• Name of the corporation. This must not be identical or similar to the name of any existing corporation, to avoid confusion. The name of the corporation can be stated in any language
• The denomination will include a word, phrase or abbreviation that indicates it is a corporation and differentiates it from an individual or company of other nature.
• The general objective(s).
• The amount of social capital; the number and par value of shares into which the capital is divided; indication of any emission of shares without par value, declarations mentioned in article 22 of this Law.
• The amount of share capital and the par value of share can be stated in the currency of the Republic of Panama or in other country's legal currency, or in both.
• In case various types of shares exist, the number of each type, and the restrictions or requirements for each type of share; or the disposition of each designation, preferences, privileges and voting power, or the restrictions; any other requisite might be determined by resolution of the majority of shareholders with interest in the matter or by resolution of the majority of directors.
• The amount of shares each subscriber to the Articles of Incorporation agrees to receive.
• Corporation's domicile, and the name and domicile of resident agent in the Republic of Panama, who may be a legal entity.
• Duration of corporation.
• The number of directors that must not be less than three (3), their specific name and addresses.
• Any other legal clause that other subscribers agree on.