Liberia Limited Company Incorporation

How to Incorporate a Limited Liability Company (LLC) in Liberia

After you have submitted the company name of your Limited Liability Company to us, approval of the company name can be obtained within several hours. You can carry out a free name check now using our Company Name check service. Your company name can be in any language, as long as it is in the Latin alphabet, acceptable corporate suffixes are corporation, incorporated, limited or any abbreviation thereof. Certain words are prohibited, such as names suggesting the patronage of any government or country. The company name approval process takes less than thirty minutes. Using our online service the checking process takes less than 30 minutes, and a name may be reserved for 10 days.

We then present the Memorandum and Articles of Association of the company to the Registrar, a certificate of incorporation will be issued and your new company is incorporated. Corporations often use a provision authorising any business activity permitted by the Business Corporation Act as an objects clause, therefore any business not requiring a licence from a Liberian Government authority can be quickly formed using our general documentation.

Using these standard articles of incorporation, certificates of formation and other organisational documents to facilitate the formation process with the Liberian Registry, we can often incorporate your company in a single day.

Formacompany has over 20 years’ experience forming companies in Liberia and across the world, and our staff will be available to offer advice and support through the entire incorporation process, from initially selecting a suitable company name through to finally commencing taxable activities.

What you need to set up a Limited Liability Company (LLC) in Liberia

To begin incorporation of your limited company we will require the following:

• Your company name
• The full name, date of birth, address and nationality of all directors
• The full name and address of all shareholders

Documents you are required to provide:

• Proof of identity (passport, national identity card, photographic driving licence).
• Proof of residential address (gas/electricity bill or credit/debit card bank statement dated within the last three months)

Registered Office

• All limited companies in Liberia must have a registered office. The registered office is where documents may be legally served on the company and where the statutory books of the company must be kept. The registered office must be a physical address in Liberia – this is included in our Standard Company Formation Package.

Share Capital requirements

• The authorized capital of a standard Liberian Corporation is 500 registered shares without par value or up to US$50,000 of the total par value of shares.
• The share capital may be expressed in any currency

Ready Made Companies

• We have shelf companies in Liberia currently available, with a standard Memorandum and Articles designed to permit most general activities; making it possible to commence business at very short notice. Our ready made companies are in good standing, are not the subject of any insolvency proceedings and have not entered into any contracts or engaged in any business activities.

What you receive after setting up your new business

The set of corporate documents for a LLC in Liberia will always include:

1. Minutes of the first inaugural meetings (showing all appointments of officers and allocations of shares)
2. Copies of the Memorandum of Association and Articles of Association
3. Original Certificate of Incorporation
4. Copy of the Declaration of Compliance
5. Share Certificates for each shareholder specified, plus two blank certificates

Additional documentation may include share transfer forms or declarations, special powers of attorney, additional corporate resolutions.

Advantages to Setting up a Limited Liability Company (LLC) in Liberia

1. Incorporating in Liberia provides wide tax exemption. Companies conducting business outside of Liberia are exempt from Liberian Corporation tax and are not taxed on income coming from outside of Liberia.
2. LLCs in Liberia can be 100% foreign owned and managed. There is no obligation requiring Liberian participation in the management of your company and no restriction on nationality or residency for the shareholders.
3. Incorporating in Liberia provides shareholder confidentiality. Beneficial ownership does not have to be disclosed to the authorities and there is no requirement for a Liberian corporation to file the names of directors or shareholders
4. LLCs have minimal ongoing administrative obligation. There is no requirement to file accounts for any type of Liberian company.
5. LLCs are quick to incorporate. A Liberian LLC will be incorporated in less than a week and can often be incorporated in a single day.

Important Information about setting up a Limited Liability Company in Liberia

• Only one director and one shareholder is required, there is no restriction on residency or nationality.
• If your company has three or more shareholders, there must be at least three directors. If there are less than three shareholders the number of directors must at least equal the number of shareholders. Any admittance or alteration in the structure from the point of formation must be reflected in the company’s records
• Liberia non-resident companies are not taxed on income coming from outside Liberia. You need to ensure Liberian residents do not have a significant beneficial interest in your company in order to preserve non-resident status.