International Business Corporations (IBCs) in the Marshall Islands
Thanks to its unparalleled customer service philosophy and excellent reputation as a leading maritime registry, the Republic of the Marshall Islands (RMI) is the jurisdiction of choice for professionals around the world. In particular, the RMI Corporate Registry is experiencing tremendous success as one of the leading jurisdictions for initial public offerings (IPOs) on major stock exchanges.
Regardless of the circumstances surrounding the creation of a business entity, the usual goal is to maximize profitability while minimizing the risk of exposing beneficial owners to personal liability. For this reason, the corporate law of a jurisdiction takes on paramount importance. First enacted in 1990, the RMI Associations Law is one of the most modern sets of statutes in the world. The RMI Associations Law contains the Business Corporations Act (BCA), Revised Partnership Act, Limited Partnership Act, and Limited Liability Company Act.
The International Business Corporation (IBC) is one of the most widely used business vehicles.
IBCs are distinct legal entities and are utilized for a variety of purposes, such as holding securities and bank accounts, entering joint ventures, trust and estate planning, asset protection, public offerings, international trade, and holding vessels. IBCs give owners the ability to maximize profitability while minimizing personal liability. In the event of a business loss or lawsuit, shareholder liability is limited to his/her direct capital investment in the corporation.
A further advantage is that RMI IBCs are easy to form and administer; only the corporate name and share structure must be provided at the time of incorporation. If instructed to do so at the time of incorporation, the incorporator may elect client directors, appoint client officers, adopt bylaws, and apostille documents.
RMI IBCs are governed by the BCA. Entity formation is simple: upon receipt of the Request to Incorporate, a company may be formed in one (1) business day. Formation documents are issued in English.
Names may be in any language as long as Roman characters are used. Two (2) 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, via fax, or email to any International Registries, Inc. office. Names may be reserved at no cost for up to six (6) months in advance of formation.
Shares may be issued in registered and/or bearer form and may be of par or no par value. Par value shares may be denominated in any currency. A standard formation is 500 registered and/or bearer shares without par value, or up to US$50,000 worth of par value stock. Authorized share capital above these amounts will incur a one time capitalization tax.
Directors and Officers
The BCA is modeled after the corporate laws of the United States state of Delaware. Under the BCA, the board of directors and corporate officers may be individuals or business entities. RMI IBCs are required to have a minimum of one (1) director and a secretary.
- Type of Entity IBC
- Common or Civil Law Common
- Migration of Domicile Permitted Yes
- Tax on Offshore Profits No
- Language of Name Roman Characters, in Any Language
- Minimum Number of Shareholders One
- Minimum Number of Directors One
- Secretary Required Yes
- Individuals and/or Corporate Directors Yes
- Individuals and/or Corporate Officers Yes
- Registered Agent Provided Yes
- Directors Anywhere in the World Yes
- Meetings Anywhere in the World Yes
- Annual Return No
- File Audited Accounts No
- May Be Formed in One Business Day
- Low Costs
- Modern Corporate Law
- Zero Tax Jurisdiction
- Asset Management
- Initial Public Offerings
- Tax Optimization
- Estate Planning
- Vessel/Yacht Ownership
- Real/Intellectual Property Holding
- Joint Venture