Tax minimization and simplification of operation just about sum up the advantages of the foreign offshore LLC (limited liability company) for U.S. residents, especially with the latter benefit being true for people of any nationality. Furthermore, when used with an offshore grantor trust this combo assures excellent asset protection also and satisfies the taxing authorities. But first of all, what is an offshore LLC, who is it good for, and how does it differ from the more popular international business company? Incfile review
A foreign offshore LLC ( limited liability company or limited life company in some jurisdictions ) is an unincorporated business entity which is a cross between a partnership and a corporation. Like an international business company, it protects its members from personal liability for the obligations and debts of the entity they are conducting business through. But like a partnership, the expenses and income flow directly through to the individual members. LLCs typically enter into an operating agreement, which states how the members relate to each other and how the company is managed. While the offshore limited liability company is liable for its operating debts, the members are NOT liable for any of the LLCs obligations.
The main benefit of an offshore LLC structure is that it provides a layer of legal separation between the owners of the foreign offshore limited liability company, the company itself, and the business it conducts. The offshore LLC can be the “poor mans grantor trust” in that it provides fair asset protection to the person with modest assets to protect but not enough money to justify purchasing an offshore grantor trust which typically costs about $2,000 and $1500 per year after the initial purchase to maintain. But like the offshore grantor trust, the offshore foreign LLC when filed as a disregarded entity using form 8832, will allow profits from the assets it holds to flow onto the 1040 tax return of the U.S. owner. This allows the foreign company to function as a tax minimizer since the tax rate can be lower than that of an international business company ( ibc ).
Another benefit of the foreign offshore LLC over the international business company is that a person or entity can get a court order that allows it to seize the stock certificates of the IBC and thereby the creditor gains control over the assets of the foreign company. But with the foreign offshore limited liability company, if a creditor claims a judgment against a member, they are only entitled to a charging order. The charging order gives the creditor the right to receive distributions from the offshore LLC that the member would have received. But these profits become available only if the other members elect to make the distribution. The charging order does not give the creditor the right to obtain the voting or management rights. So the members can decide not to make a distribution and the charging order remains ineffectual and the member’s assets are protected.
For the U.S. person the primary difference between international business companies and foreign offshore LLCs is the way they are treated by the I.R.S. and their subsequent tax exposure for either the shareholders or members. At the end of 1996 the U.S. elected that both domestic and foreign corporations were to be taxed at the rate of 35% and could not elect to be taxed otherwise. In contrast, the sole member of the offshore limited liability company can elect to have the the taxes flow onto their personal tax return when the offshore LLC elects to be a disregarded entity using IRS form 8832. So, if the personal tax rate of the offshore LLC owner is 20% for that year then the owner benefits compared to the IBC tax which is 35%.
The foreign offshore LLC as a stand alone disregarded entity for tax minimization purposes is adequate for the lower capitalized individual who wants to protect their assets and can not justify spending money on a foreign offshore grantor trust. But it is not recommended as an entity by itself for those with a sizable amount of assets. The use of an offshore grantor trust as the majority owner of the offshore LLC will give the added asset protection it needs for those who have a sizable amount of assets in their LLC. This addition of the offshore grantor trust will also allow taxation minimization to be a feature of the structure since a foreign offshore grantor trust allows the settler of the trust to have taxes flow onto their 1040 tax return at a lower rate than an international business corporation is afforded.
The offshore foreign LLC is also much better than a U.S. LLC since there is so much red tape to deal with when opening accounts in the U.S. or abroad using the U.S. LLC. So given the choice between an offshore one or an onshore one it is much better to choose the offshore LLC since the freedom and asset protection gained is much better than could be gained from a Nevada or a New Mexico LLC which are the most popular ones in the U.S. These should be avoided for those who want investment and business freedom.
With a foreign offshore limited liability company you have a lot less hassle and paperwork, but with equal or better protection than an international business company if it is set up correctly. There are no director, treasurer, secretary positions to have to try and figure out and keep track of. You have only managers with a foreign offshore LLC and you can have as many as you want or you can have one sole manager which can be the Sovereign YOU.
With a foreign offshore LLC you do not have to mess around with annual meetings or even do any extra time consuming paperwork which is required of directors of international business companies. Since most people are the only manager, they sovereignly decide what to do WITHOUT the paperwork involved with meetings. There is also an easy “operating agreement” you can change yourself as the manager of the offshore LLC. But with an international business company you need to monkey around with changing the bylaws through the hassle of needing to have a meeting periodically etc.
The offshore LLC is also a great way to manage the assets that you contribute to a charitable foundation. We know of a Panama charitable foundation which will allow you to manage the assets you give to it by setting up a foreign offshore limited liability company and making you advisor or manager of it. The assets you contribute are owned by the foreign offshore LLC which in turn is owned by the charitable foundation and the charitable foundation either pays you an income for your services or it may give you tax free loans from time to time. This is tax freedom and asset protection at its best.
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James Bauman Ph.D. has been involved with the offshore world, banking, and asset protection for about 12 years now. During