Table of Contents
However, understanding the steps involved can expedite this process significantly.
In light of this, our article serves as a guide and offers guidance on incorporation and other key facts on corporate details and compliance to help you along the way.
What is Anguilla LLC and its main uses?
An Anguilla LLC, or Limited Liability Company, is a legal structure that combines some of the characteristics of both corporations and partnerships. It provides limited liability protection to its members (owners) while offering flexibility in terms of management and taxation.
All LLCs in Anguilla are governed by the Limited Liability Company Act (LLC Act) 2014, which is based on the Wyoming LLC Ordinance.
One notable feature of Anguilla LLCs is the provision allowing for the perpetual existence of the LLC, which can be specified in its bylaws.
An LLC operates as a flow-through entity, which means that the profits and losses of the LLC are distributed to the owners directly. The distribution is determined by their individual ownership percentages or contributions.
This information is included in the operating agreement, which serves as the governing document outlining the administrative responsibilities and rights of all parties involved in the LLC.
Main uses of Anguilla LLCs
- Conventional trading: It’s commonly used for conventional trading purposes, allowing businesses to operate with limited liability while maintaining flexibility.
- Family or estate planning: Anguilla LLCs can serve as a valuable tool for family or estate planning, helping to structure the transfer of assets and wealth to heirs.
- Asset protection: These entities can be used to protect personal and business assets from legal claims and creditors.
- Tax structuring: An LLC offer flexibility in taxation, allowing members to choose how profits and losses are distributed based on their individual interest rates or contributions.
Similar to the LLC, an Anguilla International Business Company (IBC) also offers you the same level of flexibility as a non-trading variant.
Reasons to incorporate an Anguilla LLC
Below are some reasons why incorporating an Anguilla LLC might be a good option:
Limited liability protection for owners
An Anguilla LLC shields owners’ personal assets from business-related liabilities, such as legal disputes, government seizures, or insolvency.
It also possesses the ability to engage in contracts, legal proceedings, and commercial activities, provided they have the necessary licenses.
Tax exemption for non-domestic income
Members of an LLC are exempted from direct taxes like estate tax, income tax, corporate tax, and capital gains tax, provided that the LLC does not engage in business activities within Anguilla or with its residents.
However, non-resident LLC members must still adhere to their home country’s taxation rules. For instance, members based in the United States must adhere to FATCA and FBAR requirements and report their offshore financial activities for tax purposes.
High confidentiality measures
LLC owners enjoy a high degree of anonymity as there are no public records of shareholders or directors. These records can be stored at the company’s registered office, which doesn’t need to be located in Anguilla.
There are no annual reporting requirements for LLC, but it’s important to establish an efficient record-keeping system at the registered office for easy compliance.
For absolute anonymity, business owners can engage a nominee director service, which allows designated individuals to manage operations on behalf of the owners with directorial powers and rights.
Flexible management structure
An LLC can function as a single-member LLC when there is only one owner, granting complete control to that individual. Conversely, if more individuals or entities become members, it can transform into a professional group.
Both individuals and corporate entities can become members of an Anguilla LLC, and they are not required to reside in Anguilla, enabling participation from people across the globe.
This flexibility allows for a diverse range of stakeholders, including other businesses, to engage in the ownership and management of the LLC.
Incorporation process for Anguilla LLCs
The incorporation process for Anguilla LLCs can be summarized in 4 steps below:
Step 1: Choose a legal name
According to the law, the name of an LLC company should meet the following criteria:
- It must include elements indicating that it is an LLC, such as “Limited Liability Company,” “LLC,” or “L.L.C.”.
- It should not closely resemble the name of an existing corporate entity or individual. However, usage is still possible with written approval by the other party granting explicit consent to use their name partially or fully.
- It must comply with all applicable laws in Anguilla and adhere to regulations established by the Governor.
- It must not mention Her Majesty, the Royal Family, or suggest any connection to UK government agencies.
- It should not include words like “banking,” “insurance,” “building society,” “chamber of commerce,” “foundation,” etc., without approval from the relevant authorities.
Step 2: Draft LLC agreement
The LLC agreement serves as the operating rules and regulations for the LLC, similar to corporate bylaws. It not only outlines the dynamics among LLC members but also addresses various important matters, including:
- Determining the minimum number of members required for meetings (quorum);
- Appointing officers within the LLC;
- Defining indemnification provisions;
- Establishing the process for signing official documents;
- Specifying the voting rights of members, and more.
It’s worth noting that LLC members can establish this agreement before, during, or after filing the articles of formation, but it must be part of the incorporation process.
Step 3: Officially register the LLC
To quickly and efficiently register your Anguilla LLC, you should gather preliminary information and file the necessary paperwork, including the Articles of Formation, as per the requirements outlined by the Registrar of Anguilla.
The Articles of Formation should include the following details:
- The name of your LLC
- The address of the first registered office
- The name of the registered agent
- The date of dissolution (if stated)
- The date of formation
- The Articles of Formation should include the following details:
By law, every Anguilla LLC is required to have an intermediary known as a “registered agent” to facilitate the filing process.
A registered agent has specific responsibilities, such as receiving legal documents sent by authorities on behalf of your LLC. Additionally, they may assist with filing annual returns and providing other services upon request and payment by the LLC.
Step 4: Register a business bank account
A registered bank account is necessary for the company to comply with anti-money laundering (AML) and know your customer (KYC) regulations.
In Anguilla, the banking system is known for its business-friendly environment, reasonable fees, and straightforward account opening procedures. The two prominent domestic banks in Anguilla are:
- Republic Bank (Anguilla) Limited (formerly known as Scotiabank Anguilla Limited ); and
- National Commercial Bank of Anguilla Limited.
Please note that each of these banks may have specific guidelines and requirements for wire transfers, credits, debits, and loan applications.
Alternatively, you may also consider the option of opening an offshore bank account.
Economic Substance (ES) requirements in Anguilla
Since 2019, the Anguilla ES Requirement has been in effect, impacting all Limited Liability Companies (LLCs) involved in relevant activities. Its primary objective is to promote collaboration and the exchange of information among different regulatory entities.
These regulations were established in response to the increasing instances of harmful tax practices, highlighting concerns about the transparency of the global financial system.
All things considered, Anguilla is reforming its legislative apparatus to make the transition to becoming a more “onshore” jurisdiction. This reinvention may bring about renewed fascination from investors that could propel the country into unprecedented growth.
Need help with setting up your LLC in Anguilla? Feel free to drop us a message or contact us via firstname.lastname@example.org.
Disclaimer: While BBCIncorp strives to make the information on this website as timely and accurate as possible, the information itself is for reference purposes only. You should not substitute the information provided in this article for competent legal advice. Feel free to contact BBCIncorp’s customer services for advice on your specific cases.
Industry News & Insights
Get helpful tips and info from our newsletter!
Stay in the know and be empowered with our strategic how-tos, resources, and guidelines.