We are an experienced team of business consultants in different jurisdictions, and we can also help you to develop and resolve your business issues, advise on various business topics and areas, including to organize assistance of legal advisors and lawyers. 

Official nameRepublic of the Marshall Islands. An island nation in the North Pacific Ocean.  The official language of the country's legislation, as well as all corporate documents of the company, is English.

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We propose to register an International Business Company (IBC), also known as a Non-resident Domestic Corporation, in the Marshall Islands.

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The formation and operation of such companies is governed by the law of the Marshall Islands, which is called the "Business Corporation Act", which, in turn, is part of the country's Law on Associations of the Marshall Islands, 1990. This law legislated the exemption of all non-resident companies and corporations from any taxation of their income in the Marshall Islands, which was received outside the state.

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Legislation and system of corporate law of the countryare based on the principles of Common Law, the sources of which were two legal systems at the same time - the United States (USA) and, in part, Great Britain (UK), and the source from the United States was, in most cases, legislative acts and legal regulation of corporations (corporate law) of the state of Delaware (Delaware) and New York State.

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Marshall Islands companies can be used in your businessfor owning and acquiring real estate, for acquiring and owning intellectual property rights, for IPOs (very popular), for tax planning of your business and optimizing the tax burden, for acquiring and owning and registering ships and aircraft around the world, as well as managers companies, etc.

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A distinctive feature of Marshall Islands companies, and their significant advantage, isthe legally enshrined right for such companies to conduct a public offering of their shares on the organized markets of the world, enter an IPO (initial public offering on stock exchanges), and reorganize a private company into a public one. In the world, today, there are very few low-tax jurisdictions and tax-free countries that would officially allow their offshore companies and corporations to conduct a public offering of their shares, and even more so to list (on an IPO) on organized markets (on stock exchanges). peace). Perhaps, Jersey Island can be mentioned here, which, being a classic offshore, allows its companies to place shares publicly (conduct public subscriptions for their shares) and list on stock exchanges (UK law allows the listing of shares of Jersey companies on the London Stock Exchange (AIM), but only after the reorganization of a private company into a public one (Public Limited Company or Plc).

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We offer you a full package of services for the incorporation (registration) of companies in the Marshall Islands,

which includes among others:

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• Reservation  of your company name.

• Incorporation (registration) of your company.

• Drafting and signing of the Memorandum and Articles of Association of the company and other documents of the company.

• Filing corporate documents with the Registrar of Companies of the Marshall Islands.

• Obtaining registration documents from the Registrar of Companies, namely:

          _cc781905-5cde-3194 -bb3b-136bad5cf58d_- Certificate of Incorporation;

          _cc781905-5cde-3194 -bb3b-136bad5cf58d_- Memorandum and Articles of Association of the company.

• Appointment of the first Directors of the company, appointment of the secretary and shareholders of the company.

•  Legalization of documents by Apostille and notarization of new company documents (partially in Cyprus).

• Issuance of company share certificates, issuance of a power of attorney (if applicable).

• Payment of all official state registration fees to the government of the Marshall Islands  islands.

• Issuance of Declarations of Trust (if applicable).

• Delivery of documents by international courier mail around the world - UPS, FedEx, DHL.

• Opening bank accounts for the company.

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The main characteristics of the company

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Type of company - International Business Company - IBC (International Business Company). An IBC company is prohibited from conducting any business in the Marshall Islands.

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Share capital of IBC

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There is no minimum share capital requirement. Normally, a company is registered with a standard share capital of $50,000 divided into shares of par value. In case of registration of shares without par value, the authorized capital is registered in the amount of 500 shares without par value. In the event that the authorized capital of the company is higher than those indicated above, then the owners will have to pay the so-called capitalization tax (capital tax).

The authorized capital can be expressed in any currency of the world.

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Types of shares of IBC companies

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Companies can issue both ordinary shares and preference shares, redeemable shares, voting and non-voting shares. Bearer shares are also allowed in the Marshall Islands. All types of shares that a company can issue must be specified in its articles of association.

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IBC shareholders

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The minimum number of shareholders to register a company is ONE (1).

A shareholder can be either an individual or a legal entity from any jurisdiction. Nominee shareholders are allowed. The shareholder(s) can also be a director of the company (and vice versa). Information about the shareholders and beneficiaries of the company is not available, or public, is not transferred to the public register to the registrar of companies. A company can have any number of shareholders, the maximum number is not limited by law. Meetings of shareholders can be held in any country of the world and in any form (in the form of presence, or in absentia). There are no restrictions on the form of holding meetings of shareholders. There are no requirements for the timing of the annual meeting of shareholders of the company. Meetings can be formalized in writing, in the form of a written Resolution, by obtaining the written consent of the shareholders for the adoption of a particular decision.

 

Company Director , Board of Directors

 

To register a company, one must be appointedat least ONE (1) director. A director can be either an individual or a legal entity from any nationality, from any jurisdiction. There are no restrictions on the appointment of a nominee director. The Company may appoint any number of Directors, there is no maximum number. The number of directors must be specified in the company's articles of association. Information on the composition of directors (registry of directors) is not available information for the public register, is not transferred to any public authorities in the Marshall Islands. Moreover, the law does not require companies (does not have a requirement) to keep registers of directors, shareholders of the company and their data at the company's registered office in the Marshall Islands. Registers can be kept in any country in the world. Only the secretarial company should have and keep copies of them  up to date.

 

company secretary

 

The appointment of a company secretary is mandatory for a company from the date of incorporation of the company. The secretary can be either an individual or a legal entity from any jurisdiction. The company secretary can be located in any country in the world. We offer secretary company services in Cyprus on an annual basis, which will keep all books  and company records (books and records), as well as make changes, issue Incumbency certificates, order any necessary documents from an agent in the Marshall Islands, issue powers of attorney, etc., as well as legalize company documents at the request of the customer.

 

Company registration office

 

All companies in the Marshall Islands must have a registered office in the Marshall Islands, the address of which must be indicated in the Articles of Association of the company. The cost of providing a registered office in the Marshall Islands is included in the cost of registering (incorporating) a company during the first year after incorporation. The registration office of the company must be paid annually by the customer, together with the payment of annual services and renewal of the company.

 

Company name

 

We offer customers a ready-made list of already approved names of Marshall Islands Registrars of Companies.

The name of the company can be in any language of the world, but usually registered in English, in any case, the name can consist of Latin letters, but with a mandatory translation into English (in the company's Articles of Association).  The name must be unique and not similar to any other names. The company name can be reserved for up to 6 months at the Registrar of Companies. The company name must end with Limited (Ltd), Corporation (Corp.),  SA (Society Anonyme), or Plc (Public Limited Company).  For a Plc company - the registrar registers a public company.

 

Name restrictions:Words in the name such as Bank, Insurance, Foundation, Gaming, Trust, Partnership, Establishment are not allowed to be used, unless the company receives special permission to register a name with these words, or a license for the corresponding type of activity (Bank, Insurance, Gaming , Trust).

 

Company registration deadline  

 

The term for registering a company with the Registrar of Companies in the Marshall Islands from the date of submission of documents for registration takes from 1 to 3 working days. The general term for registering a company depends on how quickly the customer can provide us with all data and information about the structure of the company, its activities, directors and shareholders, beneficiaries of the company, as well as all required KYC & DD documents for the real owners of the company (the ultimate beneficiaries of the company) . The period of registration and issuance of documents also includes the terms of legalization  of documents by Apostille, sending documents from the Marshall Islands to us, sending documents to the customer by courier service, as well as terms of payment for services by the customer.

 

Government duty

 

Every year, all IBC companies must pay a $450 government fee to the Marshall Islands. The fee for the company is paid by the registered agent of the company. The amount of the annual fee is included in the cost of the annual renewal of the company, and the services of a registered agent, company registration office and company secretary.

 

Marshall Islands shelf companies are available.

We will be ready to provide you with a list of shelf companies (as well as ready-made approved names) upon separate request.

 

International Business Companies of the Marshall Islands do not enjoy the benefits of International Double Tax Treaties. The Marshall Islands is not a party to and has not signed any International Double Taxation Agreement.

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Transfer of an IBC company to another jurisdiction, transfer of a foreign company to the Marshall Islands (Re-domiciliation)

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The Marshall Islands Business Corporations Act provides for the transfer (re-domiciliation) of business companies to another jurisdiction (to another country), if the laws of another country allow such a transfer. The law also provides for and permits the transfer of any foreign companies and the continuation of their activities with re-registration as an IBC company (re-domiciliation)   from other jurisdictions to the Marshall Islands.

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