Liberia


In 1822 the first American settlers founded here the colony of “free men of color” which was named Liberia, “the land of liberty”. In 1847 the Republic of Liberia declared its independence. The country suffered several territorial conflicts between Britain and France during its history, and just in 1911 the borders were officially established. Civil wars lasted from 1989 to 2003. Nowadays the Republic of Liberia is led by Ellen Johnson-Sirleaf, the first woman-president of an African country.

Service packages

Двигайте таблицу
Service item Express Standard Optimum
Company registration
Legal address per year
Secretarial services for the first year
Fees and duties for the first year
Apostilled bound set of incorporation documents
Compliance fee
Nominee service per year
Bank Account Pre-approval
Price

1 430 USD

2 795 USD

3 295 USD

I want to order «»

Contact method: and / or

Core Services

1 430 USD

— Incorporation

including incorporation tax, state registry fee, including Compliance fee

Included

— Annual government fees

Business Registry incorporation fee

900 USD

— Corporate legal services

including registered address and registered agent, NOT including Compliance fee

150 USD

—Delivery of documents by courier mail

DHL or TNT, at cost of a Courier Service

500 USD

— Apostilled set of Statutory documents

Optional services

990 USD

Nominee Director

Paid-up “nominee director” set includes the following documents

375 USD

Nominee Shareholder

Paid-up “nominee shareholder” set includes the following documents

Related services

Tax Certificate

Company’s tax residence certificate for access to double tax treaties network

Certificate of Good Standing

Document issued by a state agency in some countries (Registrar of companies) to confirm a current status of a body corporate. A company with such certificate is proved to be active and operating.

Compliance fee

Compliance fee is payable in the cases of: renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)

150 USD

Basic

simple company structure with only 1 physical person

50 USD

For legal entity in structure under GSL administration

additional compliance fee for legal entity in structure under GSL administration (per 1 entity)

100 USD

For legal entity in structure not under GSL administration

additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)

250 USD

For client with high risk Status

Cost of incorporation, including first year servicing 1430
Cost of nominee director services per year, including an apostilled set of documents 990
Cost of nominee shareholder services per year, including an apostilled set of documents 375
Cost of annual service, starting from the second year 900
Open account in 28693
Incorporation timescale for a turnkey company 1 day
Country 26734

General information shortly

Двигайте таблицу
Total area Population Capital Unemployment Corruption perceptions index rank
111.369 sq.km 3.989.803 (2013) Monrovia 85% 38
Location Western Africa
National currency Liberian dollar
Conditional reduction of currency LRD
Against USD 85.5
Climate, average max and min t° tropical, hot, humid; dry winters with hot days and cool to cold nights; wet, cloudy summers with frequent heavy showers; avg. temperature is over 24 C throughout the year
Time difference from Moscow - 4 hours
Dialing code +231
State language English
Ethnic groups 20.3% Kpelle, 13.4% Bassa, 10.0% Grebo, 8.0% Gio, 7.9% Mano, 6.0% Kru, 5.1% Lorma, 4.8% Kissi, 4.4% Gola, 20.1% others
Literacy rate 57.5%
Government type presidential republic
Executive branch President
Legislative branch bicameral parliament: Senate (30 members) and House of Representatives (73 members)
Judicial branch Supreme Court; circuit and specialized courts, etc.
GDP per capita rank 180 (2013)

Corporate info

Двигайте таблицу
Shelf companies permitted Legal system Incorporation timescale for a turnkey company Cyrillic alphabet permitted in company name Local registered office
Yes common law 1 day No Yes
Types of entity sole proprietorship; limited liability company; partnership; limited partnership; business corporation; non-resident corporation; trust; foundation
Incorporation timescale for a new company 1 day
Company suffix Limited, Corporation, Incorporated, Aktiengesellschaft, Gesellschaft mit beschränkter Haftung, Société ANonyme, Sociedad Anónima or any other suffix indicating that the corporation is Not a natural person, or the relevant abbreviations
Sensitive words “Chamber of Commerce”, “Building Society”, “Bank”, “Insurance”
Local registered agent Yes
Information to be kept at the registered office address of record/billing address
Seal required, type of seal not required
Redomiciliation (to, from) permitted permitted

Director and secretary

Двигайте таблицу
Minimum number of directors Residency requirements for directors Corporate directors permitted Disclosure to local agent Disclosure to public
1 No Yes No No
Directors’ meetings/frequency/location No requirements
Company secretary required Yes
Residency requirements for a secretary No
Qualified secretary required No
Corporate secretary permitted Yes

Shareholder and beneficiary

Двигайте таблицу
Minimum number of shareholders Residency requirements for shareholders Corporate shareholder permitted Disclosure to local agent Disclosure to public
1 No Yes No No
Meetings/frequency/location No requirements
Beneficiary info disclosure to No

Shares and share capital

Двигайте таблицу
Minimum authorized share capital Minimum issued share capital Minimum paid share capital Authorized capital payment deadlines Bearer shares permitted
1 share 1 share 1 share No requirements Yes
Issued capital payment deadlines No requirements
Standard currency US dollar
Standard authorized share capital 50000
Standard par value of shares 1
Shares with no par value permitted Yes

Taxes

Двигайте таблицу
Min. rate for corporate tax Capital gains tax VAT Withholding tax Exchange control
25% Regular rate 7% 15%/15%/15% No
Personal tax 0-25%
Corporate tax (in detail) Income tax is levied at a rate of 25%. A minimum tax of 2% of the proceeds may also apply. For mining companies, companies in the oil sector - 30% (however, there are various benefits).
Capital gains tax. Details Gains on the sale of assets are taxed at the normal corporate tax rate.
VAT. Details GST is levied at 7% and 10% rates, 15% applies to telecommunications services.
Other taxes Social contributions, Property taxes
Stamp duty 1-12,5%

Accounts

Двигайте таблицу
Requirement to file accounts Publicly accessible accounts Audit required Requirement to file Annual Return Publicly accessible Annual Return
No No No No No
Requirement to prepare accounts Yes
Double tax treaties network 1
Tax Exchange Information Agreement network 16
OECD member No
Offshore/onshore status according to the RF laws Yes

GENERAL INFORMATION

General info

Republic of Liberia is a country in West Africa bordered by Sierra Leone to its west, Guinea to its north and Ivory Coast to its east.
Total area of the country is 111.369 sq. km. The population is 3.989.803 people (2013). Among ethnic groups are 20.3% Kpelle, 13.4% Bassa, 10.0% Grebo, 8.0% Gio, 7.9% Mano, 6.0% Kru, 5.1% Lorma, 4.8% Kissi, 4.4% Gola, 20.1% others.
The capital is Monrovia.
The official language is English.
The currency is Liberian dollar (LRD). 1 USD is equal to 85.5 LRD.
Climate of Liberia is tropical, hot, humid; dry winters with hot days and cool to cold nights; wet, cloudy summers with frequent heavy showers; avg. temperature is over 24 C throughout the year.
Time difference with Moscow is -4 hours.
Literacy rate is 57.5%.
Calling code is +231.

History

In 1822 the first American settlers founded here the colony of “free men of color” which was named Liberia, “the land of liberty”. In 1847 the Republic of Liberia declared its independence. The country suffered several territorial conflicts between Britain and France during its history, and just in 1911 the borders were officially established. Civil wars lasted from 1989 to 2003.
Nowadays the Republic of Liberia is led by Ellen Johnson-Sirleaf, the first woman-president of an African country.

Government Type

Liberia is a presidential republic, modeled on the government of the United States.
The head of state is the President, head of government and the commander-in-chief of the Armed Forces of Liberia. Together with the vice president, the president is elected to a six-year term by majority vote in a two-round system and can serve up to two terms in office.
Executive power is headed by the President.
Legislative power is composed of the Senate and the House of Representatives. The House, led by a speaker, has 73 members elected by a plurality of the popular vote of their district into a six-year term. The Senate is made up of two senators from each county for a total of 30 senators. Senators serve nine-year terms and are elected at-large by a plurality of the popular vote.
Judiciary branch comprises Supreme Court, made up of five members and headed by the Chief Justice of Liberia. Members are nominated to the court by the president and are confirmed by the Senate, serving until the age of 70. The judiciary is further divided into circuit and speciality courts, magistrate courts and justices of the peace.

Economy

Liberia’s economy and infrastructure suffered a lot from the civil war. Nowadays, the country is one of the poorest countries in the world with GDP per capital (nominal) in 2013 of 436 US dollars (ranks 180th). About 80% of the population is under the poverty line.
Traditionally, one of the largest income items is duties on usage of Liberian flag by merchant ships of other countries.
The country has rich mineral (iron ore, gold, diamonds, rare earth metals), agricultural, forest and hydropower resources.
However, before civil war, the main export items were raw wood and rubber as well as iron ore. Coffee and cacao were also produced for export. These products are exported today as well.
Main importers are India, USA, and Poland.
Main suppliers of import are South Korea, Singapore, Japan and China.

CORPORATE INFORMATION

Legal system

The judicial system of Liberia is a blend of common law, based on Anglo-American law, and African customary law.
Economic law is aimed at stimulation of private proprietorship and attraction of foreign investment. Liberia has been one of the centers of offshore business for more than 30 years.

Types of entity

The principal forms of business organization in Liberia are:
  • Sole proprietorship;
  • Limited liability company;
  • Partnership;
  • Limited partnership;
  • Business corporation;
  • Non-resident corporation;
  • Trust;
  • Foundation.

The most common structure is Non-resident corporation.

REGISTRATION

Company name

There is a range of requirements to the company name in Liberia:
  • The word Limited, Corporation, Incorporated, Aktiengesellschaft, Gesellschaft mit beschränkter Haftung, Société ANonyme, Sociedad Anónima or any other suffix indicating that the corporation is Not a natural person, or the relevant abbreviations must be a part of the name of an international business company.
  • A company name should not be identical with that under which a company in existence is already incorporated.
  • The following words and their derivatives may not be used: “Chamber of Commerce”, “Building Society”, “Bank”, “Insurance”.
  • A company name can be in any language using the Latin alphabet. The Registrar may however require an English translation if a foreign language name is used to satisfy him that the proposed name is not restricted.

Registration

The following steps are required to incorporate a foreign corporation in Liberia:
  1. Reserve a unique company name online – less than one day: The applicant can search the name online or at the Liberian Business Registry (LBR) helpdesk. The reservation of the name lasts for 6 months.
  2. Register at the Liberia Business Registry - 1 day (simultaneous with previous procedure): The entrepreneur submits the company registration application to the Liberia Business Registry (LBR) office. The application must include the following documents: 1. Registration Form (RF – 001); 2. Articles of incorporation; 3. Copy of ID documents as attachments to forms A or B; 4. Additional parts: Empowered person form (A) or Registered agent form (B) in case of a company representative; Incorporator(s) form (E); Shares and shareholder(s) form (F); Information for TAX authority form (Q). LBR officers review the application and request the Tax Identification Number (TIN) from the Ministry of Finance on behalf of the entrepreneur.
  3. Pay fees and obtain proof of payment - 1 day (simultaneous with previous procedure): The entrepreneur proceeds to the bank window in order to pay the associated registration fees. Upon payment of the fee, the Bank officer issues a flag receipt of the Government of Liberia as proof of payment. This receipt has to be returned to the initial officer who accepted the application.
  4. Receive the Business Registration Certificate - 1 day (simultaneous with previous procedure): The entrepreneur returns to the Liberia Business Registry office to submit the proof of fee payment. The officer then journalizes the dossier and provides the entrepreneur with the receipt slip, thereby approving the dossier for processing. The entrepreneur can track the status of the application online; and upon approval, the company receives a Business Registration Certificate. The amount of LRD 4,000 is charged for business registration.

Local registered office and registered agent

Every non-resident Liberian corporation is obligated to maintain a Registered Agent in Liberia. The exclusive Registered Agent for all Liberian non-resident entities is The LISCR Trust Company, which is located at 80 Broad Street, Monrovia, Liberia. The registered address of all non-resident Liberian entities is the address of the Registered Agent in Liberia.
The principal place of business of a non-resident Liberian Corporation is the business address of the Corporation, which can be located anywhere in the world except Liberia.

Seal

There are no compulsory requirements for a company seal.

Restriction of activities

There are a number of restrictions on the activities of Liberian non-resident companies. They cannot:
  • undertake trade within Liberia;
  • own Liberian real estate;
  • undertake banking or insurance business.

Redomicile

The redomiciliation of companies to or from Liberia is permitted.

COMPANY STRUCTURE

Directors

A Liberian corporation must have at least one (1) director. Directors may be of any nationality and may be natural persons, corporations, or other legal entities.
There are no requirements to the meeting of a Board of directors.
Names of directors do not appear on a public file.

Officers

A Liberian corporation operates through its officers, not its director(s). It is the officers that execute the decisions taken by the director(s) and have the power to sign documents that bind the corporation. Therefore, Liberian Corporations are required to have officers: typically a President, Treasurer and Secretary.
The same person may hold two (2) or more “officer” titles. The officers may be individuals or legal persons of any nationality.

Secretary

Non-resident corporations in Liberia may appoint a company secretary but it is not mandatory. Secretary may be a body corporate or an individual. The company secretary may be of any nationality and need not be resident in Liberia.

Shareholders

Each non-resident company in Liberia must have at least one shareholder who can be a natural person or a company, resident and non-resident.
Annual general meetings are not required.
The details of shareholders are not part of the public records.

Beneficiary

The details of the beneficial owner are not available on public record.

Public access to information

The Liberian Association Law does not require information about shareholders, directors or officers to be filed in the public registry.
A voluntary filing of directors, officers and/or shareholders is permitted. Once filed, the information will become a part of public record and will be available to any third party.
As an alternative to voluntary filings with the Registrar, the corporation may record the information with the Registered Agent, who will issue the appropriate Certificate of Recordation. The information recorded with the Registered Agent is confidential and is not maintained in the public Registry.

Share capital and shares

The authorized capital of a standard Liberian Corporation is 500 registered and/or bearer shares without par value or up to US$50,000 of the total par value of shares. The authorized share capital may be expressed in any currency.
The minimum issued share capital is either one share of no par value or one share of par value. Issued shares must be fully paid.

TAXATION

Personal taxes

Tax residents pay tax on their worldwide income and non-residents on income sourced in Liberia.
The tax rates are progressive. With regard to the income of residents, they are as follows:
  • Income up to LRD (Liberian dollar) 70,000 – 0%
  • From LRD 70,000 to 200,000 – 5%
  • From LRD 200,000 to 800,000 – 15%
  • Over LRD 800,000 – 25%

The income of non-residents is taxed at 15%.
Gains from the sale of assets are included in the general tax base.

Corporate income tax

Corporate income tax is levied at the rate of 25%. A minimum tax of 2% may also apply on gross income.
Mining companies and oil sector companies are taxed at 30% (however, there are various benefits).
Gains from the sale of assets are taxed at the normal corporate tax rate.
Vessels registered in the Liberian Registry are subject to an annual fee based on their net tonnage. Shipping companies do not pay corporate income tax in Liberia. Liberian corporate income tax is paid by tax resident companies. Companies engaged in the following activities are not regarded as tax residents of Liberia: owning a Liberian flag vessel, conducting in Liberia activities related to the operation, chartering or disposition of a ship other than for transportation exclusively within Liberia. Nor do Liberian companies engaged in these activities withhold any Liberian tax on payments to non-residents.
Nor do Liberian companies regarded as non-residents pay Liberian corporate income tax if certain conditions are met.

CFC rules

None.

Withholding tax

Withholding tax on dividends, interest, and royalties is usually levied at the rate of 15%.
Withholding tax may also be levied on other payments.

Goods and services tax (GST)

GST is levied at the rates of 7% and 10%; a 15% rate applies to telecommunication services.

Social security contributions

Social security contributions are paid by the employee and the employer at the rates of 4% and 6% respectively on the sum of the remuneration.

Property tax

The tax is levied at the rate of 0.25% on residential property and at the rate of 1.5% on commercial property.
Vacant land within the city boundaries attracts the tax of 5%.
There are other tax rates for farmland, buildings on public land, etc.

Stamp duty

Stamp duty is levied on various transactions and documents (agreements, bills of exchange and promissory notes, leases, etc.) at the rates ranging from 1% to 12.5%.

Double Tax Agreements

Liberia signed a whole bunch of double tax agreements and tax information exchange agreements:
  • 1 DTCs: Germany;
  • 16 TIEAs: Australia, Denmark, Faroe Islands, Finland, France, Ghana, Greenland, Iceland, India, Netherlands, Norway, Poland, Portugal, South Africa, Sweden, United Kingdom.

Exchange control

There are certain currency exchange controls in place, these include the obligation to repatriate the revenue and certain rules for transfers abroad.

ACCOUNTS

Financial statements

There is no requirement to file accounts for any type of Liberian entity. The normal books of record of a legal entity and financial records should be maintained to reflect the entity’s financial status and to satisfy the obligation to disclose information to, for example, the shareholders. The records can be maintained in any location selected by the directors/managers and can be in paper or maintained electronically.

Annual Return

Generally speaking, Annual Return is a short review on the current state of the company, which is prepared by the company secretary annually. As a rule it includes the following information:
  • Incorporation information (registration date, registered address);
  • Information about directors and their resignation;
  • Information about secretaries and their resignation;
  • Information about registered capital, nominal value of shares and amount of issued shares;
  • Information about shareholders and share transfer.

Non-resident company is not required to file Annual return.

Tax returns

The tax year coincides with the calendar year.
Corporate income tax returns must be filed before 31 March of the year following the reporting year.
The final tax payment is due by the same date.
Quarterly advance tax payments are made during the year.

International law relations

Двигайте таблицу
Party to the Hague Convention (Apostille) Legal system Double tax treaties network OECD member Offshore/onshore status according to the RF laws
Yes common law 1 No Yes

Public authorities and legal acts

Двигайте таблицу
List of laws and regulations
Act name Scope of law
Associations Law, Title 5 business corporations, limited liability companies, partnerships
Associations Law, Chapter 50 registered trusts
Associations Law, Chapter 60 private foundations
General Business Law, Title 14 electronic transactions
New Penal Law, Title 26 prevention of money laundering
Revenue Code of Liberia taxation
Commercial Code commercial transactions
Tax treaties entered Germany
Tax Exchange Information Agreement (TEIA) Australia, Denmark, Faroe Islands, Finland, France, Ghana, Greenland, Iceland, India, Netherlands, Norway, Poland, Portugal, South Africa, Sweden, United Kingdom
List of state regulatory authorities
Government of Liberia http://www.emansion.gov.lr/index.php
Ministry of Commerce and Industry http://www.moci.gov.lr
Ministry of Finance https://www.mfdp.gov.lr/
Ministry of Foreign Affairs http://www.mofa.gov.lr/public2/index.php
Ministry of Information Cultural Affairs and Tourism http://www.micat.gov.lr/
Liberia National Investment Commission http://investliberia.gov.lr/new/
Revenue Department http://www.lra.gov.lr/
Liberia Business Registry http://liberiancorporations.com/
Central Bank of Liberia http://www.cbl.org.lr

    Legal Partner of Review:

    Liberian Corporate Registry

    The exclusive Agent acting on behalf of the Registrar of Corporations in Liberia , for the Registration of non-resident corporate entities

    Liberian Corporate Registry

    Consultants

    YOUR CONSULTANT

    If you are ALREADY a GSL customer

    Write or call now

    Sign up for a consultation

    c  !

    Your question was successfully sent to the GSL office.

    — In the near future you will receive a detailed answer to it. Typically, the response rate does not exceed 24 hours.

    — If your question is urgent, you can always contact me on the office or mobile phone number listed on the site or chat on Skype.


    Regards, If you are ALREADY a GSL customer YOUR CONSULTANT

    Contact method: and / or

    Aniko Sebok

    GSL Law & Consulting Lawyer, Head of UK GSL office

    Office phone:

    +44 207 002 1307

    Write or call now

    Sign up for a consultation

    c  !

    Your question was successfully sent to the GSL office.

    — In the near future you will receive a detailed answer to it. Typically, the response rate does not exceed 24 hours.

    — If your question is urgent, you can always contact me on the office or mobile phone number listed on the site or chat on Skype.


    Regards, GSL Law & Consulting Lawyer, Head of UK GSL office Aniko Sebok

    Contact method: and / or

    Valerija Filipova

    GSL Law & Consulting Lawyer, London Office

    Office phone:

    +44 207 822 8592

    Office phone:

    +44 207 822 8594

    Write or call now

    Sign up for a consultation

    c  !

    Your question was successfully sent to the GSL office.

    — In the near future you will receive a detailed answer to it. Typically, the response rate does not exceed 24 hours.

    — If your question is urgent, you can always contact me on the office or mobile phone number listed on the site or chat on Skype.


    Regards, GSL Law & Consulting Lawyer, London Office Valerija Filipova

    Contact method: and / or

    I want to order «»

    Contact method: and / or
    RU EN