MIRRASIA  BUSINESS  ADVISORY

Guide to establishment of a non-profit foundation

Requirements and review of non-profit foundations related to cryptocurrency

Notice:
* The Bae For-profit Foundation is allowed to be established in countries where there is a relevant law called foundation legislation, and cannot conduct business for profit.
* Acts such as issuance, sale, trading, and operation of tokens are generally regulated as commercial or for-profit activities, and in this case, it may violate the relevant laws and regulations of the Foundation, so you need to be careful in advance.
* If you issue and sell tokens, if the sale of the tokens is incidental to a non-profit business other than the main purpose or activity area of the business (for example, you are running a non-profit educational business, and an incidental donation to it) The act of selling tokens or souvenirs for the purpose of procurement) may have validity, so please discuss this with an expert in advance. 

[Guide to the establishment of the Panama foundation]

Estimated lead time:
1 month

Establishment Requirements:
The requirements for the Foundation's four roles must be met and are:

1. Founder: 
The founders are listed and publicly available in the Panama Registry, and the founders do not affect the operation of the foundation. A local person can do this service in the founder's name.

2. Foundation Council (Foundation Board): 
It is the board of directors of the foundation, and at least three of the following council members must be registered.
President, Secretary, Treasurer

Council members can be natural and legal persons.
All council members are registered and disclosed in the Panama Registry, and local residents can provide these services.
If you register a council member as a service in the name of a local, you can issue a power of attorney (POA) to the actual controlling person to open a bank account and conduct business independently.

3. Protector:
A protector is a person who actually runs and controls the foundation, and also has the authority to appoint and replace council members.
The protector is also disclosed to the Panama registry office, and locals can provide this service under their name. (In the case of using the service under the name, a separate contract for the right to operate is made.)

4. Beneficiaries:
A beneficiary may be established through a protector or a foundation's by-laws, and the Letter of Wishes and By-Laws may be kept private to protect the beneficiary's privacy. The foundation may establish a protector as the sole beneficiary until death, after which the foundation may continue for the benefit of other beneficiaries.
 

Cost information

Panama Private Foundation establishment and initial 1 year maintenance cost:
USD3,800

Included:
Drafting the Foundation Public Deed (English and Spanish)
Provided by the name of the founder of the foundation
notarization of the foundation's articles of incorporation
Registered the articles of incorporation in the Panama Registry 
Establishment cost and related registration tax
Obtaining a Certificate of Establishment
Drafting a resolution on the organization of the foundation board
Drafting Foundation Resolutions for Appointment of Protectors 
Drafting Foundation Resolutions to Appoint Beneficiaries
Writing the Foundation Regulations
Notarized translation of foundation documents and notarized apostille
certificate of incumbency 
delivery of documents
Registered business site service 1 year
One year of registered agent and secretarial service

One year of service in the name of a Panama local:
USD2,500

Included:
1 year of service under the name of 3 local people - President, Secretary, Treasurer 
Create Actual Operator Power of Attorney (POA)
POA apostille notarization
delivery of documents


Annual maintenance cost (settlement 1 year after establishment):
USD2,000

Included:
Registered business site service 1 year
One year of registered agent and secretarial service
Annual government registration tax



[Guide to the establishment of the Cook Islands foundation]

Estimated lead time:
1-2 weeks

Establishment Requirements:
There are requirements for the four roles of the Foundation, which are:

1. Founder: 
The founder may separately define rights and responsibilities for the foundation. Unable to provide services in the name of the founder

2. Foundation Council (Foundation Board): 
It is the board of directors of the foundation and there must be at least one person listed. If you request the service in the name of a local, the fee is USD 2,850 per year.

3. Protector:
The protector actually runs and controls the foundation, and is not required.

4. Beneficiaries:
It does not need to be set separately.


Cook Islands Foundation establishment and maintenance costs for the first year:
USD6,700

Included:
Registration and government expenses required for establishment
Preparation and registration of the Instrument of the Foundation
Write a consent form for inauguration of a director
Preparation of resolutions for inauguration of directors
Preparation of the 1st resolution on foundation establishment (appointment of directors, adoption of regulations, registration office, etc.)
Foundation certificate
Drafting Foundation Rules
Fill out the member register
Registered business site service 1 year
1 year of registered agent service
Register and Records Retention 1 Year
notarization of foundation documents
delivery of documents
Basic advice on establishment and regulations

Annual maintenance cost (settlement 1 year after establishment):
USD4,500

Included:
Registered business site service 1 year
1 year of registered agent service
Register and Records Retention 1 Year
Annual report preparation
Basic regulation-related advice