Marshall Islands


Evidence suggests that around 3,000 years ago successive waves of human migrants from Southeast Asia spread across the Western Pacific populating its many small islands. The Marshall Islands were settled by Micronesians in the 2nd millennium BC. Little is known of the islands' early history. Spanish explorer Alonso de Salazar was the first European to see the islands in 1526. He sighted an island (probably Taongi), at 14°N that he named "San Bartolome". Captain John Charles Marshall, together with Thomas Gilbert, came to the islands in 1788. Around 1820, Russian explorer Adam Johann von Krusenstern and the French explorer Louis Isidore Duperrey later named the islands after John Marshall, and drew maps of the islands. Later, the Marshall Islands were controlled by different countries: in 1886 by Germany, in 1914 – by Japan, which continued to control the islands after the World War 1 under the mandate of the League of Nations. The islands signed a Compact of Free Association with the United States in 1986. The Marshall Islands is the member of the UN, South Pacific Commission and Pacific Islands Forum.

Service packages

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Service item Express Standard Optimum
Company registration
Legal address per year
Secretarial services for the first year
Fees and duties for the first year
Apostilled bound set of incorporation documents
Compliance fee
Nominee service per year
Bank Account Pre-approval
Price

2 200 USD

3 565 USD

4 065 USD

I want to order «»

Contact method: and / or

Core Services

2 200 USD

— Incorporation

including incorporation tax, state registry fee, including Compliance fee

Included

— Annual government fees

Stamp Duty and Registrar of Corporations incorporation fee

1 280 USD

— Corporate legal services

including registered address and registered agent, NOT including Compliance fee

110 USD

—Delivery of documents by courier mail

DHL or TNT, at cost of a Courier Service

600 USD

— Apostilled set of Statutory documents

Optional services

990 USD

Nominee Director

Paid-up “nominee director” set includes the following documents

375 USD

Nominee Shareholder

Paid-up “nominee shareholder” set includes the following documents

Related services

675 USD

Certificate of Good Standing

Document issued by a state agency in some countries (Registrar of companies) to confirm a current status of a body corporate. A company with such certificate is proved to be active and operating.

795 USD

Certificate of Incumbency

Private Yacht Registration

3000 USD

Registration Fee

750 USD

Annual Tonnage Tax

400 USD

Full Term Ship Radio Station License

Compliance fee

Compliance fee is payable in the cases of: renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / BO (except the change to a nominee director / shareholder)

150 USD

Basic

simple company structure with only 1 physical person

50 USD

For legal entity in structure under GSL administration

additional compliance fee for legal entity in structure under GSL administration (per 1 entity)

100 USD

For legal entity in structure not under GSL administration

additional compliance fee for legal entity in structure NOT under GSL administration (per 1 entity)

250 USD

For client with high risk Status

Cost of incorporation, including first year servicing 2200
Cost of nominee director services per year, including an apostilled set of documents 990
Cost of nominee shareholder services per year, including an apostilled set of documents 375
Cost of annual service, starting from the second year 1280
Open account in 28693
Incorporation timescale for a turnkey company 1 day
Country 26733

General information shortly

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Total area Population Capital Unemployment Corruption perceptions index rank
181.3 sq. km 53.158 (2011) Majuro 36% (2006) no data
Location Oceania, two archipelagic island chains of 29 atolls, each made up of many small islets, and five single islands in the North Pacific Ocean, about half way between Hawaii and Australia
National currency US Dollar
Conditional reduction of currency USD
Against USD 1
Climate, average max and min t° Tropical; hot and humid; wet season May to November; islands border typhoon belt; avg. maximum temperature +30°; avg. minimum temperature +25°
Time difference from Moscow + 8 hours
Dialing code +692
State language Marshallese, English
Ethnic groups Marshallese 92.1%, mixed Marshallese 5.9%, other 2%
Literacy rate 93.7%
Government type Constitutional government in free association with the USA
Executive branch President (the head of state) and the Cabinet of Ministers
Legislative branch Parliament, comprised by two houses Council of Iroji (Upper House) and Nijitela (Lower House)
Judicial branch Supreme Court, High Court, Traditional Rights Court, District Courts, Community Courts
GDP per capita rank 98 (2013)

Corporate info

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Shelf companies permitted Legal system Incorporation timescale for a turnkey company Cyrillic alphabet permitted in company name Local registered office
Yes common law 1 day No Yes
Types of entity international business corporation; general partnership; limited partnership; limited liability company; foreign maritime entity
Incorporation timescale for a new company 1 day
Company suffix Any standard corporate suffix or its abbreviation, e.g. Corporation, Incorporated, Limited, Public Limited Company, Aktiengesellschaft, Société Anonyme, Sociedad Anónima, Société Anonyme à Responsabilité Limitée, Berhad, Proprietary, Naamloze Vennootschap, Besloten Vennootshcap, Aktiengesellschaft
Sensitive words bank, foundation, chartered, partnership, establishment, any expression indicating that the corporation is a governmental agency, church or public charity, insurance, trust, airline, aviation, loan, fund, brokerage
Local registered agent Yes
Information to be kept at the registered office not required
Seal required, type of seal not required
Redomiciliation (to, from) permitted permitted

Director and secretary

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Minimum number of directors Residency requirements for directors Corporate directors permitted Disclosure to local agent Disclosure to public
1 No Yes No No
Directors’ meetings/frequency/location No requirements
Company secretary required Yes
Residency requirements for a secretary No
Qualified secretary required No
Corporate secretary permitted Yes

Shareholder and beneficiary

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Minimum number of shareholders Residency requirements for shareholders Corporate shareholder permitted Disclosure to local agent Disclosure to public
1 No Yes No No
Meetings/frequency/location Yes / annually / anywhere
Beneficiary info disclosure to No

Shares and share capital

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Minimum authorized share capital Minimum issued share capital Minimum paid share capital Authorized capital payment deadlines Bearer shares permitted
No requirements 1 share No requirements No requirements Yes
Issued capital payment deadlines No requirements
Standard currency US Dollar
Standard authorized share capital 500 shares or 50000
Standard par value of shares 1
Shares with no par value permitted Yes

Taxes

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Min. rate for corporate tax Capital gains tax VAT Withholding tax Exchange control
No No 2-4% No No
Personal tax 8-12%
Corporate tax (in detail) Businesses doing business on the Marshall are subject to income tax. The revenue includes all income, the enterprise can be either a legal entity or not. In 2021, tax is levied at $ 80 on the first $ 10,000 of revenue and 3% on the excess.
VAT. Details Local authorities levy sales tax at rates of 2-4%.
Stamp duty No

Accounts

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Requirement to file accounts Publicly accessible accounts Audit required Requirement to file Annual Return Publicly accessible Annual Return
No No No No No
Requirement to prepare accounts Yes
Tax Exchange Information Agreement network 13
OECD member Yes
Offshore/onshore status according to the RF laws Yes

GENERAL INFORMATION

General Info

The Republic of the Marshall Islands is an island country located in the northern Pacific Ocean.
Total area of the Marshall Islands is 181.3 sq. km. Population is 53.158 (2011). Ethnic groups include Marshallese (92.1%), mixed Marshallese (5.9%), and other (2%).
The capital of the Marshall Islands is Majuro.
The official languages of the Marshall Islands are Marshallese and English.
The official currency is US Dollar.
The climate of the Marshall Islands is tropical; hot and humid; wet season is from May to November; islands border typhoon belt; avg. maximum temperature +30°; avg. minimum temperature +25°.
Time difference with Moscow is + 8 hours.
Literacy rate is 93.7%.
Calling code is +692.

History

Evidence suggests that around 3,000 years ago successive waves of human migrants from Southeast Asia spread across the Western Pacific populating its many small islands. The Marshall Islands were settled by Micronesians in the 2nd millennium BC. Little is known of the islands' early history.
Spanish explorer Alonso de Salazar was the first European to see the islands in 1526. He sighted an island (probably Taongi), at 14°N that he named "San Bartolome". Captain John Charles Marshall, together with Thomas Gilbert, came to the islands in 1788. Around 1820, Russian explorer Adam Johann von Krusenstern and the French explorer Louis Isidore Duperrey later named the islands after John Marshall, and drew maps of the islands. Later, the Marshall Islands were controlled by different countries: in 1886 by Germany, in 1914 – by Japan, which continued to control the islands after the World War 1 under the mandate of the League of Nations. The islands signed a Compact of Free Association with the United States in 1986. The Marshall Islands is the member of the UN, South Pacific Commission and Pacific Islands Forum.

Government Type

The Marshall Islands is a constitutional government in free association with the USA.
The head of state is the president who is elected by the senators of the Lower House.
Executive power is vested in the Cabinet of Ministers which bear responsibility before the Parliament. The Cabinet is comprised of the President who is simultaneously the member of the Lower House of Parliament, and other members of the Lower House occupying the posts of ministers.
Legislative power is vested in the Parliament, comprised by two houses Council of Iroji (Upper House) and Nijitela (Lower House). Legislative power lies with the Nitijela which consists of 33 members that are elected for 4 years. The Council of Iroij is an advisory body comprising twelve tribal chiefs.
Judiciary power: Supreme Court, High Court, Traditional Rights Court, District Courts, Community Courts, and other lower courts.

Economy

Economic situation on the Marshall Islands are quite the same as in the countries of Oceania. It can be described in terms of vast economic zone, limited natural resources, remoteness from the main world sales markets, deficit of qualified experts. The Marshall Islands’ economy also suffers from the deficit of the state budget, foreign balance, and low level of internal savings. The country is highly dependent on the funds coming from the Asian Development Bank, USA and other countries. Therefore, the state budget of the Marshall Islands depends on the foreign financial assistance.
However, the country has reached relative economic stability lately. The most stable components of economic activity on the Marshall islands are state sector and financial and economic income from the Reagan missile-testing range on the atoll of Kwajalein, which is also the biggest employer. The private sector has also been improve, however its growth is too slow to solve the problem of growing unemployment in the country.
The main sectors of economy are service industry and agriculture. Tourism is one of the rapidly developing industries in the country.
Thanks to the low taxation the country is a popular offshore zone.

CORPORATE INFORMATION

Legal System

The Marshall Islands’ legal system is a mixed legal system of US and English common law, customary law, and local statutes.
The main law regulating companies on the Marshall Islands is Business Corporations Act.

Types of Entity

The principal forms of business organization in Marshall Islands are:
  • international business corporation;
  • general partnership;
  • limited partnership;
  • limited liability company;
  • foreign maritime entity.

For offshore solutions the most common structure is the IBC .

IBC INCORPORATION

IBC Name

  • Corporate names may be in any language as long as Roman characters are used.
  • Any standard, internationally accepted, corporate suffix is permitted.
  • Name clearance may be achieved over the telephone, via fax or email through any IRI office.
  • Names may be reserved at no cost for up to six (6) months in advance of formation.
  • Two (2) alternative names should be provided in the event that the first selection is not available.
  • Company name should not be the same as the name of a corporation of any type or kind.
  • The following words cannot be used in IBC name: bank, foundation, chartered, partnership, establishment, any expression indicating that the corporation is a governmental agency, church or public charity, insurance, trust, airline, aviation, loan, fund, brokerage.

IBC Registration Procedure

1. Check the uniqueness of the proposed company name: The Registrar of Corporations performs a name search.
2. Have company charters and documents notarized: Notarization can be done at the Attorney General’s Office.
3. Register the company with the Registrar of Corporations: To register the company with the Registrar of Corporations, entrepreneur must file the following documents:
  • Articles of incorporation, including company name, duration, purpose, registered address, number of shares, and so forth;
  • Corporate charter (copy);
  • Incorporation fee receipt (copy);
  • Foreign investment business license receipt, if applicable (copy).

4. Obtain the employer identification number at the Marshall Islands Social Security Administration – 2 days: The employer identification number is also the company’s tax identification number.

Confidentiality

A corporate search will reveal the name of the corporation, the date of existence, amendments and any other publicly filed document. Under Republic of the Marshall Islands (RMI) law, there is no requirement that the names of corporate officers, directors or shareholders be filed in any public registry. Such information, therefore, remains confidential.

Local Registered Office and Registered Agent

Every IBC shall have a registered office and a registered agent in the Republic. Non-resident domestic entities are provided a registered agent, which is The Trust Company of the Marshall Islands, Inc.
IBC which fails to maintain a registered agent as required by this Act shall be dissolved or its authority to do business or registration shall be revoked.

Seal

An IBC may have a common seal, but need not have one.

Redomicile

Redomiciliation into and out of the RMI is permitted. Redomiciliation into the RMI is free of charge. Upon redomiciliation, the original date of formation and company existence remains the same and is unaffected.

COMPANY STRUCTURE

Directors

Marshallese IBC should have at least one (1) director. Director can be individual or business entity, resident or non-resident.
Meetings of the board, regular or special, may be held at any place within or without the Republic, unless otherwise provided by the articles of incorporation or the bylaws.
TCMI does not provide nominee directors.

Secretary

Every Corporation shall have a secretary. Secretary of the corporation may be natural persons, a corporation or other business entity.
Secretary may be of any nationality and need not be residents of the Republic.

Shareholders

IBC must have at least one shareholder. A shareholder can be a natural person or a business entity, resident or non-resident.
Meetings of shareholders may be held at such place, either within or without the Republic as may be designated in the bylaws. An annual meeting of shareholders shall be held for the election of directors on a date and at a time designated by or in the manner provided in the by-laws. Any other proper business may be transacted at the annual meeting.

Beneficiary

Beneficiaries’ details do not appear on a public profile. The identity of the beneficial owner of a Marshallese IBC is treated as strictly confidential and must be disclosed as part of the obligatory due diligence only to professional intermediaries. It is not required to inform the service provider in Marshalls about the beneficiary’s details.

Share Capital and Shares

There is no specific minimum capital requirement for IBCs.
The standard authorized share capital is 500 shares without par value or a capital with the stated par value up to US$ 50.000,00. The capital exceeding this amount is subject to capitalization tax.
The authorized 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. Marshall Islands’ corporations may have registered shares, bearer shares, preference shares, and redeemable shares, shares with or without par value and shares with or without voting rights.

DISSOLUTION

Dissolution of IBC

Except as otherwise provided in its articles of incorporation, a corporation may be dissolved if, at a meeting of shareholders, the holders of two-thirds of all outstanding shares, entitled to vote on a proposal to dissolve, by resolution consent that the dissolution shall take place.
Whenever all the shareholders entitled to vote on a proposal to dissolve shall consent in writing to a dissolution, no meeting of shareholders shall be necessary.
Articles of dissolution shall be signed and filed with the appropriate Registrar or Deputy Registrar of Corporations. The articles of dissolution shall set forth
  • the name of the corporation,
  • the date of filing of the articles of incorporation,
  • that the corporation elects to dissolve,
  • the manner in which the dissolution was authorized by the shareholders,
  • a statement that the directors shall be trustees of the corporation for the purpose of winding up the affairs of the corporation,
  • a listing of either the names and addresses of the directors and officers or the address of the corporation and the name and address of the corporation’s legal representative(s) for the purpose of winding up its affairs.

The dissolution shall become effective as of the filing date stated on the articles of dissolution.
No corporation shall be dissolved under this Act until all fees to the Registrar of Corporations and Registered Agent due or which would be due or assessable for the entire calendar month during which the dissolution becomes effective have been paid by the corporation.

Judicial dissolution

Except as otherwise provided in the articles of incorporation, the holders of one-half of all outstanding shares of a corporation entitled to vote in an election of directors may adopt at the meeting a resolution and institute a special proceeding in the High Court of the Republic for dissolution on one or more of the following grounds:
  • that the directors are so divided respecting the management of the corporation’s affairs that the votes required for action by the board cannot be obtained;
  • that the shareholders are so divided that the votes required for the election of directors cannot be obtained;
  • that there is internal dissension and two or more factions of shareholders are so divided that dissolution would be beneficial to the shareholders;
  • that the acts of the directors are illegal, oppressive or fraudulent;
  • that the corporate assets are being misapplied or wasted.

Dissolution on failure to pay annual registration fee or appoint or maintain registered agent

On failure of a corporation to pay the annual registration fee or to maintain a registered agent for a period of one year, the appropriate Registrar of Corporations shall cause a notification to be sent to the corporation through its last recorded registered agent that its articles of incorporation will be revoked unless within 90 days of the date of the notice, payment of the annual registration fee has been received or a registered agent has been appointed, as the case may be. Furthermore, if any corporation abuses or misuses its corporate powers, privileges or franchises, the registered agent in its sole discretion shall have the power to resign as registered agent of such corporation. In either case, the Registrar of Corporations shall issue a proclamation declaring that the articles of incorporation have been revoked and the corporation dissolved as of the date stated in the proclamation. The proclamation of the Registrar of Corporations shall be filed and the date of revocation and dissolution shall be marked on the record of the articles of incorporation of the corporation named in the proclamation, and notice shall be given thereof to the last recorded registered agent. Thereupon the affairs of the corporation shall be wound up.

Winding up affairs of corporation after dissolution

All corporations, whether they expire by their own limitations or are otherwise dissolved, shall nevertheless be continued for the term of 3 years from such expiration or dissolution as bodies corporate for the purpose of prosecuting and defending suits by or against them, and of enabling them gradually to settle and close their business, to dispose of and convey their property, to discharge their liabilities, and to distribute to the shareholders any remaining assets, but not for the purpose of continuing the business for which the corporation was organized.
Upon the dissolution of any corporation, or upon the expiration of the period of its corporate existence, the directors shall be trustees thereof, with full power to settle the affairs, collect the outstanding debts, sell and convey the property, real and personal, as may be required by the laws of the country where situated, prosecute and defend all such suits as may be necessary or proper for the purposes aforesaid, distribute the money and other property among the shareholders after paying or adequately providing for payment of its liabilities and obligations, and do all other acts which might be done by the corporation, before dissolution, that may be necessary for the final settlement of the unfinished business of the corporation.
At any time within 3 years after the filing of the articles of dissolution, the High Court of the Republic upon the petition of the corporation, or of a creditor, claimant, director, officer, shareholder, subscriber for shares, incorporator or the Attorney-General on behalf of the Government of the Republic, may continue the liquidation of the corporation under the supervision of the court in the Republic and may make all such orders as it may deem proper in all matters in connection with the dissolution or in winding up the affairs of the corporation, including the appointment or removal of a receiver, who may be a director, officer or shareholder of the corporation.

TAXATION

Personal Taxes

Personal income tax is levied at the rate of 8% on employment income of up to USD 10,400 and at the rate of 12% on the excess.
For individuals whose income does not exceed USD 5,200 per year, an annual income of USD 1,040 is exempt from tax.
Payroll tax is withheld by the employer and is paid every four weeks.

Corporate Income Tax

Entities doing business in the Marshall Islands pay tax on their revenue. The revenue includes all income; entities can be legal entities or not.
For 2021, the tax rate is USD 80 on the first USD 10,000 of the revenue and 3% on the excess.
The tax is paid quarterly.
Companies registered in one of the Marshall Islands international registries qualify as non-residents if they do not conduct any business in the Marshall Islands.
It should be noted that the Marshall Islands introduced economic substance requirements which are meant to ensure that companies are taxed in the jurisdiction where they do business.
The economic substance requirements need not be complied with if the company has proved it is tax resident abroad.

CFC Rules

None.

Withholding Tax

No withholding tax is levied on dividends, interest, or royalties.
The income of non-residents from services provided to clients within the Marshall Islands is subject to withholding tax at the rate of 10%.

Sales Tax

Local authorities levy sales tax at the rates of 2% to 4%.

Social Security Contributions

Businesses make quarterly social security and health insurance contributions on earnings of up to USD 5,000 per quarter.
The contribution rates are 8% for the employee (withheld by the employer) and 8% for the employer.
Quarterly health insurance contributions are paid by businesses at the rate of 3.5%.

Double Tax Treaties

The Marshall Islands has tax information exchange agreements with 15 jurisdictions:
  • 13 TIEAs: Australia, Denmark, Faroe Islands, Finland, Greenland, Iceland, Ireland, Korea, Netherlands, New Zealand, Norway, Sweden, USA.

Exchange Control

Foreign exchange transactions can generally be made without restrictions.

ACCOUNTS

Accounts

IBCs are required to prepare annual accounts. However, there are no filing requirements.

Annual Return

IBCs are not required to prepare and file annual return.

Tax Returns

In general, tax returns are filed and taxes are paid on a quarterly basis.

MARITIME REGISTRY

Maritime Registry

The RMI Registry program was initiated by the RMI Government in 1988. With the Adoption of the Maritime Act of 1990, the maritime laws of the RMI were brought in line with the many changes in ship registration, financing, and licensing which had occurred in the shipping industry. The Maritime Act is supplemented by Maritime Regulations, Marine Notices, and other policy guidelines issued by the RMI Maritime Administrator from time-to-time.
The RMI Registry continually strives to promote the quality of vessels registered in the RMI. Those vessels operating under the RMI flag achieve the highest ratings in the port State control international rankings. The RMI is the only major open registry to be included on the white lists of both the Paris and Tokyo Memorandums of Understanding and to hold Qualship 21 status with the United States Coast Guard (USCG) for 10 consecutive years.
The RMI Registry is the 3d largest registry in the world. Vessel types include, but are not limited to:

  • Tank ships;
  • LNG / gas carriers;
  • Bulk carriers;
  • Container ships;
  • Offshore drilling, production, or service units;
  • Passenger vessels;
  • Yachts.

The benefits of vessel registration do not stop once the registration process is complete. Assistance is available on the procedural aspects of operating vessels during the entire time the vessel is registered under the flag.

RMI Yacht Code

The RMI Maritime Administrator (the “Administrator”) revised the RMI Yacht Code (the “Code”) to reflect changes in today’s yacht market, not only in terms of the increasing size and complexity of yachts being designed and built, but also to cover recent industry developments such as technological advancements, new international conventions coming into force, and port State control (PSC) inspection of yachts.
The Code applies to all RMI registered commercial yachts, private yachts limited charter (PYLCs), and passenger yachts (PAXYs) and has no maximum restriction on the tonnage or size of the yacht. The Code, in conjunction with the relevant international conventions to which the RMI is a party, sets the standards and substantial equivalencies for safety, security, pollution prevention, and seafarer accommodations appropriate to the size of the yacht, taking into consideration instances where it is not reasonable or practicable to comply fully with international conventions.
Yacht owners may choose the home port of either Bikini or Jaluit. Two (2) yachts may share a common name as long as they are registered in different home ports.

Advantages of Marshall Islands Flag

Private yachts may carry more than 12 guests onboard provided additional flag State requirements are met.

  • Private yachts are eligible to obtain a United States (US) Cruising Permit.
  • RMI commercially compliant yachts are eligible to charter in Europe.
  • Private yachts of 18 meters (m) or more in length may be chartered out for up to 84 days as a PYLC, provided additional flag State and local requirements are met.
  • Yachts may be registered while under construction.
  • Existing MCA LY2/LY3-certified yachts may transfer to the RMI flag.
  • 350 gross tons (GT) Master/500 GT Mate’s license is available for qualified applicants.
  • With an assigned permanent representative at the IMO, the RMI participates in all major committee and subcommittee meetings.
  • The RMI is an active member of the International Labour Organization (ILO) and was one of the first flag States to ratify the Maritime Labour Convention, 2006 (MLC, 2006).
  • The RMI has been included on the US Coast Guard’s Qualship 21 roster for the ninth consecutive year and continues to be included on the White Lists of both the Paris and Tokyo Memorandums of Understanding (MoUs). The RMI meets the flag criteria for a low risk ship under the Paris MoU New Inspection Regime.
  • The RMI has adopted groundbreaking legislation that permits the registration of a yacht that is still subject to a recorded mortgage in its present country of registry. This legislation provides for the continuation of the preferred status of the mortgage without interruption; thus, the foreign mortgage lien accompanies the yacht into the RMI Registry.
  • Legal and financial professionals worldwide recognize the RMI legal system and mortgage recordation procedures.
  • Support and technical assistance are available worldwide from a staff of qualified and experienced industry professionals.

Vessel / Yacht Registration

Ownership
Ownership of commercial vessels and commercial and private yachts must be through an RMI corporation, limited or general partnership, limited liability company, or a qualified foreign maritime entity.

Foreign Maritime Entities
A Foreign Maritime Entity (FME) is a legal entity created under the laws of a jurisdiction other than the Republic of the Marshall Islands (RMI) that is eligible to own vessels when registered in the RMI pursuant to Section 119 of the Business Corporation Act (BCA).

Registration of a Foreign Maritime Entity
Non-Marshall Islands entities may apply for registration as a foreign maritime entity under the provisions of section 119 of the Marshall Islands Business Corporations Act for the purpose of owning and operating vessels under the Marshall Islands Flag. The following information must be included in the application:
  1. the name of the entity;
  2. the legal character or nature of the entity;
  3. the jurisdiction and date of its creation;
  4. a statement that the entity has the power to own or operate a vessel;
  5. a statement that the entity has the capacity to sue and be sued in its own name;
  6. the address of the principal place of business of the entity and, if such place is not in the jurisdiction of the creation of the entity, either the address of its place of business or the name and address of its lawful fiduciary or legal representative within the jurisdiction of the creation of the entity;
  7. the full name(s) and address(es) of the person(s) vested under law with management of the entity at the time of the application;
  8. the name and address within the Republic of the entity’s Registered Agent and a statement that the Registered Agent is to be its agent upon whom process against it may be served; and
  9. the title(s), or if other than an officer of the entity, the basis of the authority of the person(s) executing the document.


Documents required
Each application must be accompanied by the following documentation:
  • A certified copy of the articles, charter or other document upon which existence of the entity is based, issued by the appropriate governmental agency, and any relevant amendments thereto; and
  • Evidence of the entity’s current existence either by a government document (e.g., Certificate of Good Standing) or if government certificate is not possible, by certification of an attorney of the jurisdiction that in his/her knowledge the entity has a current legal existence.

The application should be prepared with
  • one (1) original,
  • signed and acknowledged copy and
  • two (2) duplicate copies.

Photocopies are acceptable as duplicate copies provided the signatures are legible. Applications shall be executed by signing above the printed name and title of the signatory. Applications may be acknowledged either: (1) before a notary public; or (2) by the person signing the instrument under penalty of perjury pursuant to section 5 of the Business Corporations Act.
The original acknowledged Registration as a Foreign Maritime Entity along with the duplicates shall be forwarded to any office of Marshall Islands Maritime and Corporate Administrators, Inc. for processing. When processing is complete, a duplicate copy of the application for Registration as a Foreign Maritime Entity, as filed, is returned to the client.

Fees
The filing fee for Registration as a Foreign Maritime Entity is $1,300. Thereafter, the annual maintenance fee is $900.00.

Same Day Formation
RMI business entities may be formed, and documents may be issued, within one (1) business day. Business entity formation requests must be made by a professional (e.g., an attorney, accountant, or corporate service company) to any worldwide IRI office.

Redomiciliation
Foreign entities can be redomiciled into the RMI which allows them to change their corporate jurisdiction and continue their existence as RMI entities

Documents required for Vessel /Yacht registration
  • Application for Official Number, Call Sign, and Registration of vessel / yacht
  • Proof of authority of agent or officer executing registration documents (e.g. Power of Attorney or Corporate Resolution)
  • Proof of Ownership, such as a Bill of Sale or Builder’s Certificate
  • Consent of Government from present registry to transfer vessel / yacht or Cancellation Certification
  • Proof that the vessel / yacht is free of recorded liens and encumbrances (a foreign mortgage lien may accompany a vessel into the RMI Registry through a recordation)
  • Proof of Liability Insurance, including owner’s repatriation obligations
  • Confirmation of Class issued by a Classification Society (not applicable for private yachts; for commercial yachts under 500 GT, a Certification of Survey or Statement of Compliance issued by an authorized surveyor will satisfy this requirement; applies to commercial yachts 500 GT and over)
  • ISM / ISPS Code Declaration of Company and Designated Person or self-propelled vessels (not applicable for private yachts; applies to commercial yachts 500 GT and over)
  • Application for Minimum Safe Manning Certificate (not applicable for private yachts)
  • Within 90 days of registration, an Application for a National Radio Station License (not applicable for private yachts)


Commercial Vessel Registration
Seagoing vessels of any tonnage engaged in foreign trade are eligible for registration in the RMI. Vessels should be under 20 years of age at the time of registration; however, waivers may be granted for older vessels depending upon their condition and classification. Applications for vessels 15 years of age or older should be submitted with a Status Report of the vessel’s Statutory Survey and Certification and a copy of its latest Intermediate or Special Survey Report. Offshore drilling, production, or service units, and other seagoing vessels also engaged in the service sector of the offshore energy industry, are eligible for registration in the RMI, subject to the same age, survey, and classification requirements. The diversity of vessels in this category may require the RMI Registry to request additional information.

Private Yacht Registration
A private yacht is considered to be any pleasure yacht not on charter or carrying passengers for hire, not engaged in trade or commerce, and being used solely for the pleasure or recreational purposes of its owner. Registration of private yachts is limited to those of 12 meters or more in length overall. The RMI recommends the Commercial Yacht Code (MI-103) be used as minimum basis to measure the safety, lifesaving and fire-fighting appliances, manning, and Mini ISM of a private yacht. A US Cruising Permit can be obtained for RMI private yachts. RMI private yachts, of 18 m or more in length, can be chartered out for up to 84 days in a calendar year in accordance with local port regulations. An enhanced survey must take place prior to the permission to take charters. These yachts must comply with the MI-103, as appropriate.
Additional Documentation Requirements
  • Declaration of Private Use – Not for Hire (MI-127PY).

Survey Requirements
  • All classed private yachts of 20 years of age or less, regardless of tonnage and size, may, at the discretion of the Administrator, satisfy the pre-registration inspection requirements by submitting current, valid class and statutory certificates. In this case, a separate inspection will normally not be required; however, a current list of firefighting and lifesaving appliances shall be submitted for review.
  • All unclassed private yachts, regardless of tonnage and size, are required to undergo a pre-registration inspection prior to registration under the RMI flag.
  • For yachts less than 24m in LOA, the inspection shall be carried out by an AR or a Qualified Individual (QI).
  • For yachts 24m LOA or more, an AR shall carry out the inspection.
  • All private yachts over 20 years of age are subject to a pre-registration inspection prior to registration under the RMI flag.


Commercial Yacht Registration
A commercial yacht us any yacht engaged in trade, commerce, or on charter, and not carrying more than 12 passengers. The registration of commercial yachts is limited to those of 24m or more in length overall. In addition to the requisite legal documents and government approvals, the RMI Registry places a high emphasis on the safe condition of the yacht at the time of registration. Unique to the RMI Registry is the requirement for an existing yacht to have a full “Suitability for Use” survey prior to registration. This is mandatory for commercial yachts less than 500 gross tons. Survey of the yacht against the MI-103 is carried out by either an Appointed Representative or Classification Society. Other national and international requirements apply to those commercial yachts 500 GT and over.

Vessel Manning

Manning Certificates
STCW and SOLAS require the issuance of a Minimym Safe Manning Certificate (MSMC). The MSMC must be issued to each vessel upon registration, setting forth the required minimum number of officers and crew, in specified grades and ratings, that have been prescribed for the safe navigation and operation of the vessel. Each vessel is considered individually, bearing in mind the size, trade, type of vessel, and automation. Once the manning level approved, and MSMC is issued. The vessel’s manning is verified for compliance with the MSMC during the vessel’s annual safety inspection.

Officer Licensing and Certification
No person shall perform the duties of Master, Chief Officer, Officer in Charge of a Navigational Watch, Chief Engineer, Second Engineer, Officer in Charge of an Engineering Watch, or Electrotechnical Officer of any vessel registered under the provisions of the RMI Maritime Act, unless duly issued a Certificate of Competence/ Endorsement (Coc / CoE) by the Administrator.
Issuance of RMI Officer Certificates is based on 2 methods: (1) by equivalency endorsement for individuals holding CoCs issued by one of the STCW 1995 “White list” countries recognized by the Administrator, or (2) by professional examination for applicants that have completed all necessary training and assessment requirements for the capacity desired.

Seafarer’s Identification and Record Book (SIRB)
All persons serving aboard RMI flagged commercial vessels and commercial yachts are required to hold an RMI SIRB.
The SIRB is a seafarer's identity document issued for the purpose of providing the holder with identity papers for travel to or from an assigned vessel in accordance with ILO 185. It also provides the holder with a continuous record of his/her sea service and contains the Special qualification Certificates (SQCs), which specify the particular category or rating in which the holder is qualified to serve and any special qualification required for service on that vessel.
In order to qualify for an SQC, a seafarer must provide proof of the required sea service by attending and presenting a certificate of completion from an approved training course or presenting an equivalent certificate issued by his/her national government.

Marine Safety

Classification and Statutory Survey and Certification
The RMI Registry has mandatory classification and statutory survey and certification requirements. Surveys are conducted by Classification Societies which are recognized by the Administrator as being in full compliance with IMO Assembly Resolution A.739 (18) for appointment as Recognized Organizations (ROs) and Recognized Security Organizations (RSOs). These Classification Societies issue statutory certificates based on internationally accepted standards.
The Administrator has the responsibility to ensure vessel and company compliance with applicable domestic and international law. Compliance is accomplished through:

  • Interaction with the ROs/RSOs
  • Active investigation of casualties, port/flag State detentions, security breaches, port/flag State security detentions, and security incidents, among others; and
  • Review of corrective actions taken by companies in response to RO/RSO audits.

Vessel Inspection Program
Nautical Inspectors and RMI Registry personnel, located worldwide, conduct mandatory annual safety inspections (ASIs) on commercial vessels. The purpose of the ASI includes:

  • Verifying that the vessel is being maintained in general compliance with international conventions and flag State rules and regulations;
  • Providing direct information on the condition of the vessel;
  • Providing direct information on the vessel’s compliance with operational requirements and crew certification and training;
  • Providing feedback to owners and operators that will help them avoid problems and unnecessary delays by port States; and
  • Classification Society oversight.

The Administrator employs full-time inspectors to perform ASIs, conduct training and oversight of the contracted Nautical Inspectors, and to conduct special inspections.

Technical Support

Technical support is provided by a worldwide staff of qualified personnel with the primary responsibility of overseeing the implementation of the applicable national and international laws and regulations to vessels in the RMI Registry. Technical personnel evaluate requests for exemptions, equivalences, material / equipment dispensations, survey, and service extensions. Technical personnel also liaise with and maintain oversight of Classification Societies. Technical inquiries are processed and either an interim or final reply will be sent within 24 hours.

International law relations

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Party to the Hague Convention (Apostille) Legal system Double tax treaties network OECD member Offshore/onshore status according to the RF laws
Yes common law Yes Yes

Public authorities and legal acts

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List of laws and regulations
Act name Scope of law
Unfair Business Practices Act unfair business practices
Foreign Investment Business License Act of 1990 foreign investment business license
Social Security Act of 1990 social security
Tax Collection Act tax collection
Banking Act 1987 бbanking
Tax treaties entered
Tax Exchange Information Agreement (TEIA) Australia, Denmark, Ireland, Faroe Islands, Finland, Greenland, Iceland, Korea, Netherlands, New Zealand, Norway, Sweden, USA
List of state regulatory authorities
Government of the Republic of the Marshall Islands http://marshallislands-news.com/
Office of the Auditor-General http://www.rmioag.com/
International Registries http://www.register-iri.com/index.cfm

    Legal Partner of Review:

    IRI Corporate & Maritime Services (Switzerland) AG

    International Registries, Inc. and its affiliates (IRI) provide administrative and technical support to the Republic of the Marshall Islands (RMI) Maritime and Corporate Registries. IRI has been administering maritime and corporate programs since 1948.

    www.register-iri.com

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