Twelve Dimensions. One verdict.
A registry check confirms the entity is alive, but nothing about the board that runs it, whether it would survive a bank’s review, an auditor’s question, or the two meetings Article 6 now requires in person, in Panama, each year. We have built the test. Twelve dimensions, scored against Panamanian law. No approximations. No borrowed framework.
A diagnostic built for Panama entities.
The Governance Health Audit is a fixed-scope diagnostic. We read your board or council across twelve dimensions and score each one. Every finding sits on a document, a register entry, or a minute, so the verdict reads the same to a compliance officer in Panama City as it does to counsel in London or an auditor in New York.
WHO THIS IS FOR
You already know if this is you.
The board approves. It does not decide. That gap of Independence and Decision-Making Authority, must be tested.
The minutes are a single page long. A one-line minute proves the board met, not that it deliberated.
Decisions get made over email. The meeting exists to ratify what already happened.
A transaction, a bank review, or a renewal is coming. Whoever runs it will test the board the way we do.
Governance accumulated across jurisdictions. The Panama entity inherited everyone else’s standard, but has never been tested against its own.
If none of that is you, good. We will tell you so, and why. A sound structure does not need us to manufacture a reason to stay.
THE METHOD
The twelve dimensions.
Published here, by name, for the first time. Scored against evidence, not impression. Select a dimension below to see what we test.
01
Board / Council Composition
The dimension every board already thinks it passes.
Minimum composition, the skills in the room, appointment and removal paperwork, does the register still match reality?
THE DIFFERENCE
A different kind of entity health check.
Registry checks confirm the Public Registry record is current. Tax checks confirm filings and franchise tax are settled. Neither one reads the board.
The Governance Health Audit is an entity health check built for that layer; independence, decision-making authority, delegation, policy coverage, succession. Real exposure lives in the dimensions outside of a registry or tax check.
Same entity. Different layer.
ENTITY-TYPE SPECIFIC
Matched to the entity it governs.
A Private Interest Foundation council answers to different law than a Sociedad Anonima board, and we test each one against the law that actually applies to it.
Every one of our test questions is mapped to the statute that actually governs your entity. Where the statute is silent, the findings will say so.
WHY NOW
Article 6 is not a technicality.
Executive Decree 32 of 2026 regulates the substance regime Law 526 introduced. Article 6 requires, for any entity within scope, two documented board or council meetings a year, held in person, in Panama. Strategic decisions cannot be outsourced, delegated, or subcontracted. The regime starts from the fiscal period beginning 1 January 2027.
It should not be skimmed.
WHAT YOU GET
A fixed scope, run in sequence.
Scoping and evidence request
Entity type and governing law confirmed, evidence request issued across all twelve dimensions.
Fieldwork and testing
Stakeholder interviews, evidence review, sampling and testing against each dimension.
Scoring and draft report
Dimension scores calculated, findings drafted, independent second-reviewer sign-off.
Final report and readout
Final deliverables issued, readout call to your governing body.
The sequence is fixed. The pace is set by how quickly your evidence comes back.
You leave with a written scorecard, a heatmap across all twelve dimensions, a prioritised remediation list with every finding, and a readout to your board. Every line in the report traces back to a document. Nothing is scored on feeling.
Where the findings are material, the readout ends on one recommendation. Redesign the architecture, not just the finding. That is the Governance Architecture Blueprint, the next step in Diagnose, Design, Sustain.
WHAT THIS IS NOT
Not a legal opinion, and nothing here should be read as one.
Not offered to every entity that asks. A board that already governs well is told so, and the fee stops there.
Not built for investment funds. If that is your structure, we are the wrong firm for this product, and we say so before scoping, not after.
Not your resident agent’s annual renewal, and not meant to replace it. A resident agent tests registry standing, filings, and franchise tax. We test whether the board behind those filings actually governs.
QUESTIONS
Before you enquire.
Is this the same as an registry or tax check?
No. A registry or tax check confirms the entity is in good standing. The Governance Health Audit tests whether the board actually governs, independence, decision-making authority, delegation, policy coverage, and succession.
What usually triggers this, if nothing looks wrong?
Most engagements start with an external problem. A bank or auditor asking for evidence from the board. A transaction or renewal on the calendar. A structure inherited from someone else's standard. The board was already due a look. Something else moved the date forward.
Our minutes are short. Does that mean we fail?
Not automatically, but it is the first thing we look at. A one-line minute proves the board met, not that it deliberated. Minute Quality is one of twelve dimensions, a thin file can sit alongside strong scores elsewhere.
Does Article 6 of Decree 32 actually apply to our entity?
Only if your entity sits inside the substance regime Law 526 introduced. Article 6 does not create a general requirement for every Panama entity.
What happens if the audit comes back clean?
Then you have the file to prove it, and the engagement ends there. We are not paid to find problems.
How long does it take, and what do we actually receive?
The sequence is fixed, scoping, fieldwork, scoring, and a final readout, and the pace is set by how quickly your evidence comes back. You leave with a written scorecard, a heatmap across all twelve dimensions, a prioritised remediation list, and a readout to your board.
See where your board actually stands.
Tell us about your structure and we will tell you, candidly, whether this is the right engagement to start with.
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