Bearer shares/real estate???

Hi all,
I am interested in a piece of property I found and was advised by the realtor that the property is "Currently in a corporation with bearer shares available".  I have never heard of this term before and was wondering if anyone residing in Panama City has heard of this and what it actually means?  I did Google it and found some articles stating that it was a means of fraudulent real estate transactions and again looking for any information on this term.
Anyone that can shed any light on this would be GREATLY appreciated.
Thanks,
Jon

Hi, Jon
I am new around and just read your post.
Panamanian corporations can issue shares either nominative or to the bearer. Nominative shares are those issued in favor of a specific person, corporation, foundation, etc.
Bearer shares are those issued to no one in particular (to the bearer), meaning they are owned by whoever holds the shares certificate.
Although I worked in a Panamanian law firm for over 6 years and managed very peculiar corporate and real estate cases, this is the first time I hear about "available" bearer shares. To my understanding, it probably means that the corporation has not issued any shares, therefore it currently has no shareholders. It sure has a beneficial owner but no shareholder.
However, since it is necessary to have the approval of the shareholders of any corporation to sell a property, it must issue shares to formalize the transaction.
I recommend you to make a due diligence on the corporation and the land at the Public Registry Office before entering into any agreement. Besides having the assitance of a realtor, please speak to a lawyer with experience on the field.
Hope this will be of help to you.
Cheers!!

Sounds like good advise, I will remember this as we search for property in Panama.

Thanks for the info , RAS

Thanks for the info.  As i said earlier, I had found some written information regarding scams that involved bearer shares.  I plan on pursuing my options to obtain this property but will definitely have a lawyer that is familiar with this process and ensure there could be no fraud later on.  I assume if my name is on the share or title of the property, then there should be no way it could be taken from me  (i hope).  Will keep you updated.
Thanks again
Jon

I am glad the info was of help to you.
Ok, there are two options while acquiring a property that is currently under the name of a corporation:
(a) To purchase the shares; or
(b) To purchase the land.
If you choose to purchase the shares, whether they are nominative or to the bearer, it is important to make, as I said before, a due diligence on both the corporation and the property at the Public Registry Office. Also, you should ask for a statement of account of the land and the last Annual Franchise Tax receipt of th corporation (issued by the Ministry of Economy and Finance) in order to know if there are any outstanding balances on Property Tax and Annual Franchise Tax.
Depending on the terms of payment, you can request that the original Shares Certificates be handed to you either as of the date of execution of the agreement or once you pay the total price of the transaction.
On the other hand, if you prefer to by the land, you can have it under your own name or under the name of a new corporation or foundation (being you the shareholder of the corporation or beneficiary, in the case of foundations).
My recommendation is that you form a new corporation, with directors and officers of your choice, and purchase the land through it. This way you shall avoid headaches.
The success of the transaction will rely on your attorney, therefore it is imperative that you hire one with experience.
I hope you can acquire the property without any inconvenience.
Remain open to answer any other query.
Good luck!!

Thanks so much for the information....We are in the process of submitting an offer on the space.  It's an apartment, so no land is  involved.  I will make notes that you had mentioned regarding due diligence and be certain my lawyer is knowledgeable on this kind of transaction.  I'm thinking I will fly back for a short visit to actually visit the property as I don't think it's wise to buy something based on photos from the internet.

Personally, I don't think someone is trying to scam you merely by offering you the option of buying the corporation owning the property (although there are ways so exercise due diligence).  This is simply a way to avoid transfer tax on the transaction as well as allow you "privacy" in the ownership of the property.

I don't think so either. But when I had never heard of the term I googled it so I would have an idea as to what they were.  A few sites popped up explaining the concept of the bearer of the share owns the property, but a few articles mentioned that this could be a fraudulent transaction and Panama was one of the countries that it happened in frequently.  It seems the way the scam works is that since no name is on the share, the purchaser (from another country) has his share and the scammer has a share that no one knows about.  They have it notarized and somehow they end up formally owning the property and start charging the purchaser rent.  I don't know all the logistics of this but it made my flags go up and all I ask is that if I purchase something that has bearer shares, that I know I have sole title to the property.  I wouldn't pass on a property just because of the bearer share issue, I would just be certain I have a lawyer that is familiar with the process and has my best interest at stake.