Business entities in Liberia in 2022
Healy Consultants Group PLC will assist our Clients to incorporate the optimal corporate structure in Liberia. There are several ways of doing business in Liberia, the most common being the setting up of a corporation. Foreign entrepreneurs may also opt to set up a limited liability company, a private foundation, a foreign maritime entity or a branch office.
The Liberian Corporation, also known as LLC
- The Liberian Corporation is the preferred entity type for investors looking to form a holding company in the country. It requires only one director and one shareholder of any nationality for the incorporation process to be completed. The minimum paid-up capital required is US$500,000;
- The LLC must appoint a registered agent and must have a legal registered address in Liberia. By law, all Liberian companies must appoint LISCR Trust Company to serve as their registered agent. LLCs are not required by law to submit their annual audited financial statements.
The Liberian non-resident LLC
- The Liberian non-resident LLC must appoint at least one director and one shareholder who can be of any nationality. The minimum paid-up share capital required to complete the incorporation process is US$1 while the standard authorised share capital is US$50,000 par value or 500 shares without par value. The company must also appoint a registered agent as well as a supervisory board and must have a registered address in Liberia;
- A Liberian non-resident LLC is not required to file any annual returns or audited financial statements but should maintain accounting records at the registered office to reflect the company’s financial status.
The Liberian private foundation
- The Liberian private foundation must appoint at least one director and three shareholders, who can be of any nationality. Two of the shareholders must be individuals. The minimum paid-up share capital required to complete the incorporation process is US$10,000;
- A private foundation is popular among those who wish to set up an entity to preserve wealth-generating activities of a family, such as shipping, operation, hotels, property, manufacturing, or service activities). This entity must appoint a registered agent and must have a registered address in Liberia;
- A Liberian private foundation is not required by law to submit annual audited financial statements.
The Liberian foreign maritime entity (FME)
- This non-Liberian business entity can be registered in Liberia so as to own and operate a ship flying the Liberian flag. Further, the non-Liberian business entity must have a good-standing in its own jurisdiction. The minimum paid-up share capital required to complete the incorporation process is US$1;
- As a statutory requirement, an FME must appoint the LISRC Trust Company as registered agent in Liberia and must have a registered address in Liberia;
- A Liberian foreign maritime entity is not required by law to submit their annual audited financial statements.
The Liberian branch office
A Liberian branch office is an entity whose scope of operations will be defined by the parent company. This entity must appoint a legal representative or an agent who i) is authorized to accept service of court processes and other official government documents on behalf of the parent company; and ii) permanently resides in Liberia. Also, the branch office must have a registered address in Liberia and must maintain statutory records in this office.
The liberian Limited Liability company, also known as LLP
- A Liberian LLP is an ideal business vehicle for foreign entrepreneurs who want a limited liability and are not likely to be regularly involved in the business. The company must appoint a minimum of 1 general partner and 1 limited partner;
- This type of company is generally involved in real estate, manufacturing or other related business activities. In a Liberian limited liability company, the general partner has an unlimited liability, whereas the limited partner has a liability limited to the amount of his investment in the entity;
- The general partner oversees and controls the daily business operations of the company. The minimum paid-up share capital required to complete the incorporation process is US$1 in this case.
Table of comparison between Liberia entities
|How long to set the company up?||1 week||10 weeks||10 weeks||10 weeks|
|How long to open company bank account?||4 weeks||5 weeks||5 weeks||6 weeks|
|Wholly foreign owned?||Yes||Yes||Yes||Yes|
|Minimum paid - up share capital?||US$500,000||US$1||US$10,000||US$1|
|File annual tax return?||No||No||No||No|
|Tax registration certificate required?||Yes||Yes||Yes||Yes|
|Recommended corporate bank account?||Ecobank||International Bank (Liberia) Ltd||Keystone bank||Ecobank|
|Does our Client need to travel?||No||No||No||No|
|Resident director required?||No||No||No||No|
|Resident shareholder required?||No||No||No||No|
|Minimum directors allowed?||1||1||1||1|
|Tax identification code needed?||Yes||Yes||Yes||Yes|
|Company secretary required?||Yes||Yes||Yes||Yes|
|Corporate shareholders allowed?||Yes||Yes||Yes||Yes|
|Corporate director(s) allowed?||Yes||Yes||Yes||Yes|
|Statutory audit required?||No||No||No||No|
|Liberia corporate tax rate?||25%||25%||25%||25%|
|Annual financial statements required?||Yes||Yes||Yes||Yes|
|Allowed to issue sales invoices?||Yes||Yes||Yes||Yes|
|Allowed to sign contracts?||Yes||Yes||Yes||Yes|
|Allowed to import and export goods?||Yes||Yes||Yes||Yes|
|Can rent an office space in Liberia?||Yes||Yes||Yes||Yes|
|Can buy Liberia property?||No||Yes||Yes||Yes|
|Total Liberia business setup costs in yr. 1?||US$11,280||Contact us||Contact us||Contact us|
|Subsequent annual costs (incl. accounting and tax fee)?||US$2,400||Contact us||Contact us||Contact us|
|Sample engagement invoice?||View invoice PDF||Contact us||Contact us||Contact us|