Can our Panama company remove a director who refuses to attend meetings and blocks resolutions?

In Panama
Last Updated: Apr 17, 2026
One director has stopped showing up and won’t sign written resolutions, so we can’t approve accounts or contracts. Our bylaws are vague and we want to avoid claims of wrongful removal. What steps and notices are required under Panamanian corporate rules?

Lawyer Answers

Molina & Co

Molina & Co

Apr 17, 2026
Best Answer
In principle, the company may remove a director. However, it is necessary to determine whether the individual is a shareholder or a director appointed by the shareholders, as this may affect the procedure. Rodrigo Julio Molina O
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PANAMA LEGAL BUSINESS (PANLEB)

PANAMA LEGAL BUSINESS (PANLEB)

Apr 17, 2026
The company, through its Shareholders’ Meeting, may proceed with the removal of the director. However, it is important to first assess the company’s specific situation, the potential implications of such action, and the duties and authority currently held by the director.
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