          
          
          
                     A WORD ABOUT FOREIGN CORPORATIONS
          
          
               Today it is not uncommon to find blue-collar wage
          earners with offshore bank accounts, asset protection
          trusts, and secret mailing addresses.  Not because they
          are dealing in the international marketplace or doing
          anything illegal, immoral, or unethical, but rather
          because they fear lawsuits, divorce actions, or other
          problems.
               As our "world" becomes smaller, and few businesses
          are local or even strictly national, there is an
          increasing need for internationalization.  We think,
          plan and work with an eye toward expanding our horizons
          both at home and abroad.  The use of a corporate
          vehicle as a means of this expansion is nothing new. 
          What is new and what must become second nature to
          businesspeople of all types is the idea of "foreign"
          corporations.
               No longer will a domestic corporation satisfy
          one's needs.  The average business person today is far
          more sophisticated than the business person of even ten
          to fifteen years ago.  Corporate structuring and
          planning have achieved higher levels of complexity than
          ever before while the need for anonymity remains
          strong.
               Entrepreneurs must keep pace and be constantly on
          the look out for new ways to profit.  One way is to
          have a clear understanding of the characteristics of
          foreign corporations and how they may be put to
          advantageous use.
               Foreign corporations are used outside of the place
          of incorporation for a seemingly endless variety of
          activities including trading, trade financing, holding
          assets, manufacturing and tax minimization.  They are
          often used for trading with or in countries where
          satisfactory local commercial or corporate law is
          deficient or absent.  Joint ventures often use foreign
          corporations when the participants are from different
          countries and prefer to incorporate in a jurisdiction
          neutral to all of the parties.
               Foreign corporations can also serve to isolate or
          separate activities, assets or profit centers for tax,
          accounting or liability reasons.  Where assets are
          cumbersome or expensive to transfer, like patents,
          copyrights, or trademarks, it is sometimes feasible to
          have such assets held by separate corporations allowing
          the individual to transfer the shares in the
          corporation rather than the asset itself.
               In some cases, a foreign corporation, recognized
          as a citizen or national of the place of incorporation,
          may confer a trade advantage or may help avoid a
          disadvantage.  It may also be used as an integral part
          of a trust structure.
               Certain countries, moreover, seek to make it
          attractive to incorporate in their jurisdiction, even
          when activities are to be conducted elsewhere.  In
          fact, there are so many "tax efficient" jurisdictions
          that an initial problem for most users is how to select
          from the available options.
               When selecting a place to incorporate, most
          professionals emphasize the following criteria:
               1.  The legal and political attitude of the
          jurisdiction toward commercial activities;
               2.  Features of the corporate law that facilitate
          incorporation and continuing management;
               3.  The level and speed of service obtainable in
          and from the jurisdiction; and,
               4.  Cost.
               Generally, a desirable jurisdiction should be one
          that is politically neutral, follows a policy of free
          trade, does not interfere with the commercial
          activities of corporations established there, and is
          politically acceptable to other countries and places in
          which the corporation may be trading.
               Formal diplomatic recognition as well as
          commercial recognition and acceptability are important. 
          Commercial recognition is a feature of an offshore
          jurisdiction that is earned.  Use of a jurisdiction in
          financial transactions allows banks to become familiar
          and more comfortable with its legal system and forms of
          corporate documentation.
               In order to take advantage of the "real" privacy
          and asset protection vehicles in the offshore
          community, you need the advice and counsel of someone
          who knows and understands what you need and how best to
          use it to serve your intended purpose.  
               One of the best sources of help in setting up
          offshore corporations is an American certified
          accountant who has a large practice in Panama.  Marc
          Harris holds a master's degree in business
          administration from Columbia University in New York,
          and completed the certified public accountancy
          examination at the age of 18.  He is believed to be the
          youngest person in the U.S. to pass the examination.
               He opened his Panamanian firm in 1985, after being
          a consultant with the accounting firm of Ernst &
          Whinney.  His services are highly recommended because
          he is able to create and administer offshore
          corporations with complete compliance with U.S. laws. 
          Often an American client uses a tax-haven based advisor
          who knows the local laws but is not familiar with
          American tax law requirements and technicalities, and
          the client eventually gets into trouble, so Marc Harris
          has a unique ability to bridge the two worlds for his
          clients.  Although based in Panama, he can create and
          administer corporations and trusts that are registered
          in all of the popular tax havens.
               For more information write to The Harris
          Organization, Attn: Traditional Client Services,
          Estafeta El Dorado, Apartado Postal 6-1097, Panama 6,
          Panama.
          
          
          
