Marshall Islands

There are no requirements for the amount of share capital, and it can be denominated in any currency. The director and at least one shareholder (this is the minimum composition of the company) may be nationals of any country. In addition, there is a nominal service.

Registration of a company in the Marshall Islands is carried out in the form of an IBC. Activities outside the region are not subject to taxation.

6 simple steps to purchase a company

  1. choosing a country

  2. choosing a bank

  3. payment (by any method)

  4. sending documents

  5. company registration

  6. bank account opening

Jurisdiction advantages

The offshore zone in the Marshall Islands attracts low-cost company registration and favourable business conditions. Some of the main advantages include:

  1. Political and economic stability.
  2. Clear and loyal legislation.
  3. Privacy. Personal data is recorded in a closed register. It is also possible to use the services of nominee representatives. Disclosure of information is punishable by law.
  4. In the Marshall Islands, there are no currency controls, accounting and reporting obligations.
  5. Low-cost registration allows you to save money without diverting money from the turnover. Business owners invest a minimum of money in opening a company and paying for the services of nominee representatives.
  6. The possibility of issuing bearer shares.
  7. Opportunity to reap the benefits of operating in a tax-free jurisdiction;
  8. There are no reporting requirements;
  9. There are also no currency controls;
  10. Close proximity to the United States;
  11. The possibility of setting up a company along the lines of American and British companies;
  12. The Republic is a signatory to the Hague Convention.

Legal framework

The activities and registration of an offshore company in the Marshall Islands are regulated by the Companies Act of 1990.

General characteristics of International Business Companies (IBC) in the Marshall Islands

The legislation of the Marshall Islands is based on the legislation of the State of Delaware. The Associations Act includes the Business Corporations Act 1990, the Cooperations Act 1990, the Limited Liability Companies Act 1996. The establishment of an International Business Company (IBC) is governed by the Business Corporations Act, which defines it as a company for profit from activities outside the Marshall Islands.

Such companies cannot trade with residents of the Marshall Islands, conduct banking, trust activities or provide insurance services.

There is only one type of International Business Company (IBC) in the Marshall Islands – a domestic non-resident corporation. It is an easy company to set up and maintain. Although the Business Corporations Act is based on US corporate law, some of its provisions are based on English law. Such provisions make it possible to hire an Executive Director and a Corporate Secretary instead of the adopted US President, Treasurer and Secretary. The company's affairs can be managed in any country. All information about the company's activities will also be stored there.

Using standard provisions, an International Business Company (IBC) can be created in one day. No annual reports are required to maintain the company, moreover, the company and its profits are not subject to taxation.

Offshore in the Marshall Islands - features

  1. Number of directors and shareholders – from 1 person. Nominal service is allowed.
  2. A secretary is compulsory;
  3. The issue of shares without par value is permitted.
  4. Due to new changes that came into force on 1 January 2019 under pressure from FATF and the EU, most offshore companies have been forced to introduce new legislation that obliges companies to have a real presence in these jurisdictions. The Marshall Islands have also been affected by the developments. Due to the new rules, company operations must be managed in the Marshall Islands (regular board meetings must be held (there must be a quorum) and all documents must be kept on the islands;
  5. The share capital of a company in the Marshall Islands is not defined, but must be declared. However, there is no time limit for its payment;
  6. The company name must be unique and not similar to existing ones. The name can be registered in any language when translated into French or English;
  7. A company in the Marshall Islands can choose any bank to cooperate with, as well as the number of accounts needed for business purposes.
  8. Only information about the name of the company and changes that have taken place in the company's incorporation documents is open to third parties. Due to the new changes, the register of beneficiaries must also be kept by the company and made available upon request of the registration agent or the government.
  9. The company must be registered in the Marshall Islands and a registration agent is also needed.
  10. The company's principal activity must be conducted from the Marshall Islands, but companies that can prove tax residency in another jurisdiction are not subject to the new requirements, which came into effect on 01.01.2019.
  11. Financial and insurance activities are subject to licensing.

An offshore company in the Marshall Islands cannot:

  1. have a commercial relationship with residents;
  2. own property in the Marshall Islands;
  3. involve resident organisations in the management of the company;
  4. provide registration agent services to resident companies.

Privacy

The law allows for the issue of bearer shares. In the case of registered shares, the state authorities do not keep a register of shareholders. It is also not required to disclose the names of the company's employees and directors.

Cash flow

The US dollar is the national currency.

General requirements

Name

The name of the company to be registered must not be the same as the name of an existing company. The name must not include the following words and their derivatives: bank, royal, establishment, foundation, insurance, partnership or trust. The company name can be in any language, but must be written in Latin letters. The Registrar is entitled to inquire about the translation of the name in order to ascertain whether it meets the requirements. The name is followed by the legal form of the limited liability company (Corporation, Incorporated, Limited, Gesellschaft mit beshräkter Haftung, Aktiengesellschaft, Société Anonyme, Sociedad Anónima).

Subscribers

It is possible to create a company with a single shareholder.

Authorised capital/shares

The standard share capital is 500 shares of no par value, or authorised capital up to $50,000. The law provides for certain fees if the number of shares exceeds 500 or the share capital exceeds $50,000. The share capital may be expressed in any currency. The minimum share capital may be one share with/without a nominal value. Companies incorporated in the Marshall Islands may hold the following types of shares: registered, bearer, preferred, redeemable, with/without par value, with/without voting rights.

Directors/employees

The minimum number of directors is one. A company secretary must be appointed. Directors/secretaries can be both individuals and legal entities, non-residents of the Marshall Islands.

Registered office/agent

International Business Companies (IBC) must have a registered office and a registered agent. There are no currency controls for companies that do not do business with residents of the Marshall Islands.

Reporting

There is no requirement for financial statements, but records must be kept that reflect the financial position of the company.

Taxation and charges

International Business Companies (IBCs) are exempt from all local taxation. The Marshall Islands do not have any double taxation treaties in place.

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