OVERVIEW

Marshall Islands non-resident domestic corporations are exempt from any corporate tax, income tax, corporate profit tax, withholding tax, asset tax, stamp duty or exchange controls.

The Marshall Islands Business Corporations Act (BCA) is modelled on the corporate laws of Delaware and New York. Currently, there are 45 Marshall Islands business entities publicly trading on the New York Stock Exchange and NASDAQ.

The Marshall Islands ship registry is now the second largest in the shipping business.

Due Diligence

The BCA provides for basic confidentiality. The registry however will conduct a detailed background check on all proposed directors, shareholders and company officers before each incorporation as an internal compliance measure which is maintained by the registry. Details of the check are not public.

 

COMPANY

Incorporation

Shelf companies are available. A company requires one working day for incorporation.

Corporate Name

Names may be in any language as long as Roman characters are used. Two alternative names should be provided in the event that the first selection is not available.

Any standard, internationally accepted corporate suffix is permitted, such as Limited, Ltd., Corporation, Corp., S.A., A.G., Incorporated, and Inc. Name clearance may be achieved over the telephone or by email to any International Registries, Inc. office. Names may be reserved at no cost for up to six months in advance of formation.

Share structure

The authorised share capital of a standard formation is 500 registered shares of no par value OR up to USD50,000 worth of par value stock. The minimum issued share capital is one share of par value.

Shares permitted

Registered, fractional, preference, redeemable shares and shares with or without voting rights are permitted.

Maintenance

Audited financial statements are required to be filed with the Registry. Registers of directors and registers of members are required to be kept internally, not maintained publicly. They are not required by law to be submitted to the registered agent.

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Filings
The RMI IBCs are simple to administer and are not required to file returns or audited accounts.

Directors

Minimum of one. A natural person or corporate entity can be elected.

Company secretary

A company secretary is required. A natural person or corporate entity can be appointed.

Shareholders

Minimum of one. A natural person or corporate entity is allowed.

One person companies allowed

The same individual can be Director, Shareholder and Secretary of the company.

Other business entities available

In addition to Limited Companies, LLCs and Limited Partnerships may be formed.

Apostille

The Marshall Islands is a signatory to the Hague Convention 1961. Legalisation by Apostille on Marshall Islands filed documents can be arranged via the Hong Kong or other Marshall Islands registry offices free of charge.