Principal Corporate Legislation
The Associations Law of the Republic of the Marshall Islands 1990, which incorporates the Business Corporations Act (BCA), the Limited Partnership Act, the Limited Liability Company Act and the Partnership Act.


Type of company for international Trade and Investment
Although the Marshall Islands BCA is modelled after the corporate laws of the United States, certain provisions have also been borrowed from British law. These allow, if desired, the adoption of a Managing Director and a Corporate Secretary as officers of the corporation instead of the customary, US-style, President, Treasurer and Secretary. The corporation’s executive office, where its records are kept, may be located in any country. Facsimile filings are allowed in the Marshall Islands and corporations are never required to have corporate documents acknowledged by a consular official.

Procedure to Incorporate
After receipt of name approval, companies can be incorporated using standard Articles of Incorporation. With standard Articles, the request to incorporate should contain the following information:

• Corporate Name.
• Number of authorised shares.
• Whether shares have par or no par value (if par value, amount per share).
• Whether the shares are to be in bearer and/or registered form.

If clients own Articles of Incorporation are to be used, these must be prepared in accordance with the Marshall Islands BCA.

Restrictions on Trading
Cannot trade within the Marshall Islands. Cannot undertake the business of banking; trust services, insurance, assurance or reinsurance and gaming.

Powers of Company
A Company incorporated in the Marshall Islands has the same powers as a natural person.

Language of Legislation and Corporate Documents

Shelf Companies Available

Registered Office Required
Yes, must be maintained in the Marshall Islands.

Time to Incorporate
One day, but a further two days is required for delivery of documentation from the registry.

Name Restrictions
Cannot be identical or similar to an existing company. The following words or their derivatives may not be used: bank, chartered, establishment, foundation, insurance, partnership or trust.

Language of Name
Can be in any language as long as Roman letters are used.

Suffixes to Denote Limited Liability
Any standard corporate suffix or its abbreviation, for example: Corporation, Incorporated, Limited, Public Limited Company, Aktiengesellschaft, Société Anonyme, Sociedad Anónima, Soci é t é Anonyme à Responsabilité Limitée, Berhad, Proprietary, Naamloze Vennootschap, Besloten Vennootshcap, Aktiengesellschaft.

Disclosure of Beneficial Ownership to Authorities


Authorised and Issued Share Capital
The usual authorised share capital is 500 shares without par value or a capital with a stated par value up to US$ 50,000. The authorised share capital may be expressed in any currency. The minimum issued share capital is either one share of no par value or one share of par value.

Classes of Shares Permitted
Marshall Islands’ corporations may have registered shares, preference shares, redeemable shares, shares with or without par value and shares with or without voting rights.

The Marshall Islands statutorily exempts non-resident companies from taxes.

Double Taxation Agreements

Financial Statements Required
There is no requirement to file financial statements, but records should be maintained to reflect a company’s financial status.

The minimum number of directors is one. The directors may be natural persons or bodies corporate. They can be of any nationality and need not be Marshall Islands residents.

Company Secretary
A Marshall Islands corporation must appoint a company secretary who may be a natural person or a body corporate. The company secretary can be of any nationality and need not be resident in the Marshall Islands.

The minimum number of shareholders is one.

Type of company IBC
Political Stability Excellent
Common or Civil Law Common
Disclosure of Beneficial Owner No
Migration of Domicile Permitted Yes
Corporate Taxation None
Language of Name Roman characters, any language

Minimum Number of Shareholders / Members One
Minimum Number of Directors / Managers One
Corporate Directors / Managers Permitted Yes
Company Secretary Required Yes
Usual Authorised Capital US$50,000

Registered Office/Agent Yes
Company Secretary No
Local Directors No
Local Meetings No
Government Register of Directors / Managers No
Government Register of Shareholders / Members No

Annual Return No
Submit Accounts No

Minimum Annual Tax / Licence Fee N/A
Annual Return Filing Fee N/A