Georgetown Trust Blog

Capital Contributions for an LLC or an IBC

Posted by David J Drummond on Apr 20, 2016 1:17:12 PM

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For an LLC or an IBC to be corporate structures in more than name only, they need to contain assets of some kind. When establishing either a Limited Liability Company or an International Business Company, it is standard to bring to the table capital contributions, or an initial investment.

The type of capital contributions you can invest, and what each will mean, varies significantly between jurisdictions as well as between an IBC and an LLC. Take a closer look to better understand the role of capital contributions in an offshore corporate structure.

What is a Capital Contribution?

A capital contribution is an investment made into the corporate structure of your choosing. Typically, this is an initial investment made at the creation of the LLC or the IBC.

However, capital contributions can also be invested at any time after the establishment of the corporate structure. Just as the name suggests, a capital contribution is generally considered to be cash only.

While a partner in an LLC might contribute time, expertise or services, their contributions wouldn't be considered capital in nature. 

Capital Contributions for an IBC

Capital contributions take on a significant role when it comes to the creation of an IBC. That's because an IBC is owned by shareholders, each of whom controls a certain percentage of the total corporate structure.

To gain ownership, you need to purchase stock share certificates. Each certificate is worth a set amount of money, and they are initially purchased by shareholders through capital contributions. When you contribute capital to an IBC, you'll take ownership of a certain number of shares, which reflects your level of investment.

Capital Contributions for an LLC

Unlike with an IBC, capital contributions aren't the only way to gain ownership of an LLC. For instance, two partners can establish an LLC. One partner might contribute the capital, and the other might contribute the time and effort to manage and direct the company.

However, that doesn't downplay the importance of capital contributions for an LLC. A single-payer LLC with no capital contributions, for instance, may not be considered a viable corporate structure. As a result, the individual who established the LLC could still be personally liable for the company's mistakes or bankruptcies.

By placing capital contributions in the LLC, you are ensuring that it is a secure, real and recognized corporate structure that limits individual liability.

Capital Contributions in Varying Jurisdictions

The required capital contributions, particularly for IBCs, can vary substantially between jurisdictions. In Switzerland, for instance, companies may need to place 50% or 100% of their paid-up share capital in a bank account and secure it before the company can operate. 

This, of course, limits the scope of a company's operations. In Belize, the regulations are far less strict. While capital contributions are still used to clearly define ownership percentages, they are not required to go untouched in order for a business to operate. 

If you're planning to establish a corporate structure and you want to use the capital contributions assets according to your own wishes or the wishes of your fellow shareholders, then choosing an understanding jurisdiction is an important step to take.

The role of capital contributions is integral to the creation of a corporate structure. Without that capital contribution, the structure may not even be fully recognized. However, how it dictates ownership, and where it matters most, can fluctuate depending on what kind of structure it is and where the structure is located.

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Topics: International Business Companies