OTI

§ 06PRÓSPERA ZEDE

The jurisdiction, and why to enter it through the Office.

Próspera ZEDE is a special economic zone with its own legal, regulatory, and fiscal architecture. The Office guides clients through that framework. It does not administer it.

A tower rising above the forest canopy on Roatán, Próspera ZEDE

PRÓSPERA ZEDE · ROATÁN

A jurisdiction built for capital.

§ 06 / 01WHAT A ZEDE IS

A jurisdiction within a jurisdiction.

A Zona de Empleo y Desarrollo Económico, a ZEDE, is a special economic zone established within Honduras under the framework of Decree 120-2013 and its constitutional basis. Within the limits set by that framework, a ZEDE administers its own civil and commercial law, its own regulatory institutions, and its own fiscal regime.

Próspera ZEDE, on the island of Roatán in the Bay Islands, is the most developed expression of that framework. For an investor, the practical consequence is a jurisdiction with a distinct legal and regulatory architecture, operating within, and answerable to, the Honduran constitutional order.

§ 06 / 02REGULATORY ARCHITECTURE

Charter, authority, and financial centre.

Próspera's framework rests on its Charter and the institutions established under it. Financial activity is licensed and supervised by the Roatán Financial Services Authority (RFSA), and the Roatán International Financial Centre provides the regulated infrastructure, banking, custody, and brokerage, through which capital moves.

This is a supervised regime, not merely a permissive one. A licence from the Authority is an asset precisely because it reflects examination and ongoing supervision. The Office's principal directed financial supervision at the RFSA and built out the financial centre, which is the terrain through which this work runs.

§ 06 / 03ENTITY & TAX REGIME

Formation, ownership, and fiscal posture.

Entities are formed under the Próspera regime and registered within it, with ownership and reporting aligned to the Honduran framework and to the investor's home jurisdiction. The fiscal regime is distinct from the general Honduran system, and the right posture depends on the venture's activity, ownership, and home-country obligations.

Tax positions are taken to be documented and defensible across every jurisdiction a structure touches. The objective is a fiscal posture that holds up under examination, not one that merely looks efficient on formation.

§ 06 / 04THE PATH TO ESTABLISHMENT

Selection, formation, authorization, infrastructure.

Establishment follows a sequence: deciding that the zone is the right venue; forming and structuring the entity across the relevant jurisdictions; securing authorization where the activity requires it; building the compliance program in parallel; and connecting the financial infrastructure, with physical build-out where needed.

Each step is conventional in isolation. The difficulty is doing them in the right order, through parties who know the institutions, and documenting each to a standard that survives scrutiny. That is the work the Office assembles under one mandate.

A NOTE ON ROLE

References to Próspera ZEDE, its institutions, and its framework are descriptive and informational. The Office is an independent private advisory firm; it is not part of, owned by, or an instrumentality of Próspera ZEDE or any entity in its ecosystem, and nothing on this page implies any endorsement by them.

Enter through one mandate.

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