LIBERIAN CORPORATE REGISTRY
www.LiberianCorporations.com
LISCR, LLC
8619 Westwood Center Drive,
Suite 300
Vienna, Virginia 22182 USA
LISCR, S.A.
1 Fl., Schifflände 16
CH-8001 Zürich, Switzerland
Tel: +1 703 790 3434
Fax: +1 703 251 2489
Email: corporate@liscr.com
ST
Tel: +41 44 250 8650
Fax: +41 44 250 8655
Email: info@liscr.ch
FORMING A CORPORATION IN LIBERIA
Pursuant to Chapter 4 of the Business Corporation Act
A Liberian corporation can be formed on the same day that the formation instructions are received by The
LISCR Trust Company. The Trust Company, as Registered Agent of all non-resident Liberian
corporations, will arrange incorporation of the corporation. All incorporation documents can either be
collected on the day of incorporation from one of the LISCR’s Regional offices or can be sent that day by
courier.
Unless there are special requirements regarding the authorized share capital of the Corporation (see
Section 3 of the Formation Instructions attached), the cost of incorporation is $713.50, which includes the
first year’s annual registration tax to the Government of Liberia and the annual fee to the Registered
Agent.
A voluntary filing of Directors or Directors and Officers can be requested at the time of incorporation for
an additional fee of $150.00. (See details in Section 7 below – Special Instructions).
The Trust Company will accept formation instructions from any professional user of offshore
corporations including ship managers, manning agents, ship owners, as well as trust and company
managers, lawyers, accountants, investment companies, etc. In general, The LISCR Trust Company, as
Registered Agent, is precluded by due diligence requirements from accepting instructions from
individuals who are not engaged professionally in company management or acting as a professional
advisor.
To facilitate same-day incorporation, The LISCR Trust Company usually acts as a subscriber and/or
incorporator to the Articles of Incorporation. It is also possible for Articles of Incorporation to be
prepared, subscribed, and legalized by the person requesting the formation. The documents are then filed
by the Trust Company. Shelf corporations are also available for immediate purchase. (Contact
corporate@liscr.com)
The annual cost of maintaining a Liberian corporation is $450, which includes the annual registration tax
to the Government of Liberia of $150 and the Registered Agent’s annual fee of $300. Annual fees are
due on the anniversary of incorporation and are invoiced to the Corporation’s Billing Address, also
referred to as the ‘Address of Record’, of the corporation, as supplied at the time of incorporation. The
Billing Address can be changed subsequently by a written request to The LISCR Trust Company from the
existing Billing Address.
The Liberian Business Corporation Act does not require information about shareholders, directors or
officers to be filed in the public registry, either initially or periodically. Filing requirements are confined
to matters which affect the Articles of Incorporation. (e.g., Amendment to the Articles, Merger, etc.)
Formation instructions are attached.
Rev. 6/11
NOTE:
A voluntary filing of details of directors and/or officers as well as filing of minutes, where this is required
by the corporation, for example to facilitate the opening of bank accounts, is permitted.
Certificates of Goodstanding and Certified Copies of filed documents are available to the corporation and
to a third party. The corporation (but not a third party) may request the issuance of an extended
Certificate of Goodstanding which will include information already filed with the Registrar. (e.g., the
names of directors filed in a Certificate of Election. See separate filing instructions).
Alternatively to voluntary filings with the Registrar, the corporation can record information with the
Registered Agent, who will issue the appropriate Certificate of Recordation. (See separate recordation
instructions). The information recorded with the Registered Agent will not be maintained in the public
Registry.
Rev. 6/11
FORMATION INSTRUCTIONS
(Request to form a new Liberian Corporation)
Please complete and submit the form by email to: corporate@liscr.com or info@liscr.ch
DETAILS OF ORGANIZATION REQUESTING FORMATION:
The requesting organization is responsible for payment of the incorporation fee and will maintain in the
records of The LISCR Trust Company as the Billing Address (Address of Record) for the Corporation to
which all future annual invoices will be mailed.
Name of Incorporating Law Firm / Company:
Principal Business of Firm:
Street address (not a PO Box):
City:
Zip/Post code:
Country:
Telephone Number, (including Country Code):
Fax Number:
+
+
Email Address:
Contact Name in Firm:
Contact’s Direct Telephone Number:
+
Contact’s Direct Email Address:
The Billing Address (Address of Record) is:
 Regarded as confidential and is retained exclusively in the records of The LISCR Trust Company,
as Registered Agent;
 Not available to any third party;
 The address to which annual invoices, legal notices and other correspondence from the Registered
Agent will be mailed;
 The only person from whom the Registered Agent usually accepts instructions in respect of the
Corporation;
 The address to which Service of Process will be sent, if any is received by the Registered Agent
on behalf of the Corporation
If at any time after incorporation the Billing Address needs to be changed, the instruction to the
Registered Agent to make the change must be submitted in writing by the existing Billing Address.
Rev. 6/11
The following information is required to enable The LISCR Trust Company to prepare and file Articles of
Incorporation:
1. CORPORATE NAME
Please provide two proposed names; the second name will be used if the first name is not available.
(Specify the suffix to be used (e.g. Inc., Limited, Ltd. S.A., etc.)
First Choice of Name:
[Name and suffix]
Second Choice of Name:
[Name and suffix]
2. TYPE OF ARTICLES
Select one of the categories below: (x one of the boxes)
General purpose powers (Standard)
Shipping powers (4 Shipping Powers)
28 Powers (Shipping & General Business Articles)
Custom Articles (Subject to approval by Registrar. Please supply as a ‘Word’ document.)
3. AUTHORIZED SHARE STRUCTURE
(i)
Type of shares:
Select one of the categories below: (x one of the boxes)
Registered Shares only
Bearer Shares only
Registered and/or Bearer Shares (exchangeable at the request of shareholder)
Registered and/or Bearer Shares (not exchangeable at the request of shareholder)
(ii)
Numbers of Shares:
Select one of the categories below: (x one of the boxes)
500
Other [Specify number of shares]
(iii)
Par Value of each Share:
Select one of the categories below: (x one of the boxes)
Without par value
With par value [Specify value of each share] and [Specify currency unit]
(Shares may be denominated in any currency)
Note: If the capital structure is more than 500 Shares without Par Value, or has a total value
more than US$50,000.00, the formation cost will increase.
Send an email to
corporate@liscr.com or info@liscr.ch with details of the share structure in excess of this formula
to obtain a calculation of the capital tax payable.
Rev. 6/11
4. INCORPORATOR/SUBSCRIBER
The LISCR Trust Company will act as incorporator of the Corporation. It can act as bare Incorporator or
as Incorporator/Subscriber.
(i) The LISCR Trust Company is to be: (x one of the boxes)
Incorporator - An incorporator does not
subscribe for a share; each incorporator
issues a Proxy that is sent out with the
formation documents to enable the
Organization Resolution to be passed by the
recipient of the incorporation documents.
Incorporator/Subscriber - Each incorporator
/subscriber takes one share and issues a
Transfer of Subscription that is sent out
with the formation documents to enable the
subscribed share to be transferred to the
shareholder who can pass the Organization
Resolution.
(ii) Select the number of Incorporators or Incorporators/Subscribers: (x one of the boxes)
One
Two
Three
5. NUMBER OF DIRECTORS FORMING THE INITIAL BOARD
The minimum number of directors is one, regardless of the number of shareholders. Select the number of
initial directors: (x one of the boxes)
One
Two
Three
Other [Specify Number]
6. SPECIAL INSTRUCTIONS – ADDITIONS TO THE ARTICLES OF INCORPORATION
Complete Section 6 only if you require additional Articles to be included in the Articles of
Incorporation or require directors to be named in the Articles of Incorporation.
Select variations to the standard documents: (x the box)
(i)
Additional Article(s) (Text is subject to approval by the Registrar. Please supply the text of
the additional Article(s) as a ‘Word’ document. (Make sure that you have selected the type of the
Articles in Section 2 [Standard, 4 Shipping, 28 Powers] to which the additional Article(s) should be
added.)
(ii)
Named director(s) to be included in the Articles. Complete all the details for each director if
you want them to be named in the Articles of Incorporation. (Do not complete this Section if you are
requesting The LISCR Trust Company to pass the Organizational Resolution – see Section 7 below.)
Rev. 6/11
[Full Name of Director 1]
[Full postal address of Director 1]
[Full Name of Director 2]
[Full postal address of Director 2]
[Full Name of Director 3]
[Full postal address of Director 3]
7. SPECIAL INSTRUCTIONS – THE LISCR TRUST COMPANY TO PASS ORGANIZATION
RESOLUTIONS
If requested at the time that the instructions for incorporation are submitted, The LISCR Trust Company
can provide the following additional services at no charge.
The LISCR Trust Company can pass the Organization Resolutions of the Corporation, including
the election of directors, appointment of officers and adoption of bylaws. (Note: If The LISCR Trust
Company acts as bare Incorporator and passes the Organization Resolution, no Proxy is sent out with
the incorporation documents.)
Select which items should be included in the Organization Resolution: (x the box)
(i)
Elect Directors:
The following information must be provided for the election of directors:
(Complete all the details for each director.)
[Full Name of Director 1]
[Full postal address of Director 1]
[Full Name of Director 2]
[Full postal address of Director 2]
[Full Name of Director 3]
[Full postal address of Director 3]
(ii)
Appoint Officers:
The following information must be provided for the appointment of officers:
(Complete all the details for each officer.)
President:
[Full Name of President]
[Full postal address]
Treasurer:
[Full Name of Treasurer]
[Full postal address]
Secretary:
[Full Name of Secretary]
[Full postal address]
(iii)
Adopt Bylaws:
(Note: If The LISCR Trust Company acts as incorporator only (and does not subscribe for a share – see
Section 4 above), bylaws can be adopted by The LISCR Trust Company in the Organization Resolution
only if The LISCR Trust Company has also been instructed in (i) and (ii) above to elect a
director/directors and appoint officers.)
Select one of the categories below: (x one of the boxes)
Standard Bylaws
Custom Bylaws (please supply the Custom Bylaws as a ‘Word’ document)
Rev. 6/11
Voluntary Filing of Organization Resolutions:
If requested, either the Incorporator’s Organization Resolution or, a Certificate of Election or, Certificate
of Election and Incumbency can be issued by the Incorporator and filed with the Liberian Registry at
the time of incorporation. There is an additional $150 filing fee.
Select one of the documents below: (x one of the boxes)
Incorporator’s Organization Resolutions to be filed with the Liberian Registry
Certificate of Election and Incumbency (Names of Directors and Officers)
Certificate of Election and Incumbency (Names of Directors and Officers with copies of
Certificate of Incorporation, Articles of Incorporation and Bylaws attached.)
Certificate of Election (Names of Directors)
8. APOSTILLE
Do you require the documents to have an Apostille attached? (There is no charge for this service, but it
must be requested at the time of formation.)
Specify to which document(s) an Apostille should be attached: (x one of the boxes)
Certificate of Incorporation
Articles of Incorporation
Voluntary Filing
9. DOCUMENT DELIVERY INSTRUCTIONS
The Articles of Incorporation and associated documents can be collected from any regional LISCR office
or they can be sent by courier.
Specify Delivery method: (x one of the boxes)
To be collected from:
To be sent by courier from:
LISCR Hong Kong
LISCR Tokyo
LISCR Piraeus
LISCR Hamburg
LISCR Zürich
LISCR Hong Kong
LISCR Tokyo
LISCR Vienna
LISCR Hamburg
LISCR Zürich
Submit the completed form by email or fax to one of the LISCR offices listed below:
Vienna, Virginia:
Hong Kong:
Tokyo:
Piraeus:
Hamburg:
Zürich:
corporate@liscr.com
corporate@liscr.com.hk
info@liscr.jp
info@liscr.gr
corporatehamburg@liscr.de
info@liscr.ch
+1 703 251 2489
+852 2810 0023
+81 3 5419 7002
+30 210 452 9673
+49 40 3500 4670
+41 44 250 8655
Thank you for your order.
You will receive a confirmation of incorporation date by email or fax
Rev. 6/11