Company Formation in Marshall Islands

Last updated: April 2026.

The Republic of the Marshall Islands runs the second-largest flag-of-convenience ship registry in the world and one of the most confidential corporate registries still operating. A Marshall Islands non-resident domestic corporation pays zero corporate income tax on foreign-source income. There is no VAT, no capital gains tax, no withholding tax on outbound dividends, interest, or royalties, and no public register of directors, shareholders, or beneficial owners. The corporate registry is operated by International Registries, Inc. (IRI) out of Reston, Virginia, through a network of 28 worldwide offices. Incorporation takes one business day. One director, one shareholder, same person, any nationality — no minimum capital, no residency test, no local accounting requirement. The Marshall Islands was removed from the EU list of non-cooperative jurisdictions on 17 October 2023 and is not on the list as updated on 17 February 2026.

We form Marshall Islands corporations and LLCs end to end: name reservation, licensed Registered Agent, Articles of Incorporation, IRI filing, apostilled certificate pack, Economic Substance classification, and introductions to Asian, Swiss, or maritime banking partners. Fixed price. No hourly billing.

Quick facts	Value
Corporate income tax (NRDC)	0% — non-resident domestic corporations exempt on foreign income
Capital gains tax	0%
Withholding tax (dividends, interest, royalties)	0%
VAT / GST	None
Minimum share capital	None — no statutory minimum
Minimum directors / shareholders	1 director, 1 shareholder (can be the same person, can be foreign, can be corporate)
Residency requirement	None
Standard formation time	24 hours via IRI
Annual franchise tax	USD 450 standard band (higher for larger authorised capital)
Government fees	Included in our packages
Language of filings	English
Currency	US Dollar (USD)

Why Form a Company in the Marshall Islands

The Marshall Islands was never meant to be a financial centre. The jurisdiction built its reputation as a flag state for oceangoing ships — today more than 12% of global merchant tonnage flies the Marshall Islands flag, behind only Panama and Liberia. The corporate registry grew alongside the maritime one. Four factors still drive the volume.

Zero tax on foreign income. A Marshall Islands NRDC pays no corporate income tax, no capital gains tax, no withholding tax, and no stamp duty on share transfers. The exemption is statutory, not discretionary. The only recurring government charge is the annual franchise tax — USD 450 in the standard band for companies with up to 500 registered shares without par value.

Confidentiality that other offshores no longer offer. The Marshall Islands has not moved to a central beneficial-ownership register. Director, shareholder, and UBO data is held by the licensed Registered Agent and is not filed with any government registry. Compare that with the BVI regime from 2 January 2025 or Cayman from 2024, both of which now require filings with the public-facing corporate registry. For legitimate privacy-sensitive structures — family offices, cross-border asset protection, vessel-owning SPVs — this matters.

Speed through IRI. The registry is run by International Registries, Inc. from 28 offices across Asia, Europe, the Middle East, and the Americas. Formation filings complete in one business day. Apostilled certificates of incorporation and good-standing documents are available within 24 hours. The physical distance to the islands themselves is irrelevant.

Off the bad lists in 2026. The Marshall Islands was removed from the EU list of non-cooperative jurisdictions on 17 October 2023 and is not on the 17 February 2026 update. It is not on the FATF blacklist or greylist. The 3rd round Asia/Pacific Group Mutual Evaluation Report adopted in September 2024 found the country Compliant on 14 and Largely Compliant on 21 of the FATF 40 Recommendations.

The trade-offs need to be stated. Banking is hard. There is no onshore offshore-banking sector of consequence — a Marshall Islands NRDC banks in Hong Kong, Singapore, Switzerland, or through a maritime-specialist lender. EU and US fintechs apply extra scrutiny. The Economic Substance Regulations 2018 apply to every NRDC in the form of an annual self-declaration, and apply with real substance requirements for entities carrying on a "relevant activity".

Company Types Available in the Marshall Islands

RMI corporate law recognises several vehicles. The non-resident corporation covers the large majority of cf24 work.

Non-Resident Domestic Corporation ("NRDC")

The default vehicle. Private limited liability corporation governed by the Business Corporations Act 1990 (Title 52 BCA). Limited liability up to the issued share value. One director and one shareholder — same person, corporate entity, or non-resident all permitted. No statutory minimum capital. Name can end in Corporation, Incorporated, Limited, Corp., Inc., Ltd., Société Anonyme, S.A., Aktiengesellschaft, A.G., GmbH, N.V., or B.V. — an unusually flexible range that reflects the BCA's drafting to recognise counterparty expectations across civil and common-law jurisdictions. Used for holding, trading, joint ventures, vessel-owning SPVs, crypto vehicles, and asset protection.

Limited Liability Company ("LLC")

Governed by the Marshall Islands Limited Liability Company Act 1996. Member-managed or manager-managed at the members' option. Pass-through tax treatment in member jurisdictions where local law recognises it (US members frequently use the RMI LLC as a check-the-box flow-through). One member minimum, can be corporate, can be non-resident. Popular for US-connected structures needing an offshore entity with tax transparency.

Limited Partnership ("LP")

Under the Limited Partnership Act 1996. General partner with unlimited liability plus limited partners with capped exposure. Used for fund structures and co-investment vehicles, frequently paired with an RMI NRDC general partner. Less common than Cayman exempted limited partnerships for institutional funds; competitive for mid-market and family-office co-investment.

Foreign Maritime Entity

A parallel corporate form under the Maritime Act for vessel-owning entities formed elsewhere that need RMI-recognised corporate personality for ship registration purposes. The filing fee is USD 1,300 and the annual maintenance is USD 900. Niche but fundamental to the integrated corporate-plus-maritime model that IRI runs.

Partnership

General partnership under the Partnership Act. Rarely used for offshore structures given the absence of liability protection.

Form	Min capital	Liability	Tax (on foreign income)	Common use
NRDC	None	Limited	0%	Default — trading, holding, JVs, SPVs
LLC	None	Limited	0% / pass-through	US-connected structures, tax-transparent vehicles
LP	None (per partner)	Mixed	0% / pass-through	Funds, co-investment
Foreign Maritime Entity	n/a	Parent's	0%	Ship-owning SPVs
Partnership	None	Unlimited	0%	Rare

For buyers who need an RMI vehicle immediately rather than a fresh registration, our sister brand offers ready-made Marshall Islands corporations — pre-incorporated, dormant, and transferable within days.

Step-by-Step Formation Process

A standard NRDC formation through IRI follows these steps.

Name check and reservation. We run the proposed name against the RMI Registrar's database through IRI. The Business Corporations Act allows an unusually wide set of corporate suffixes — Corporation, Incorporated, Limited, Corp., Inc., Ltd., S.A., A.G., GmbH, N.V., B.V., and equivalents. Restricted words — bank, insurance, trust, Marshall, Republic, Pacific — require approval.

Registered Agent appointment. Every Marshall Islands corporation must have a licensed RMI Registered Agent. We act through our IRI-network Registered Agent. The Agent holds the statutory records, maintains beneficial-ownership information, and receives all legal documents and notices from the Registrar.

Articles of Incorporation. We draft the Articles — equivalent of a Memorandum and Articles of Association under BCA Title 52. Standard template covers most use cases. Bespoke drafting is available for joint-venture share classes, redemption mechanics, shareholder agreements, and board veto provisions.

KYC on directors, shareholders, and beneficial owners. Each director, shareholder, and person holding 25% or more of shares or voting rights provides passport, proof of residential address, and source-of-funds declaration. Corporate shareholders provide certificate of incorporation, register of directors, and ultimate beneficial owner confirmation. The Registered Agent retains this KYC pack for at least five years.

IRI filing. The incorporation application is submitted electronically through IRI. Standard processing is one business day. Apostilled Certificate of Incorporation and Good Standing Certificate are available the same day on request.

Certificate of Incorporation. Issued by the RMI Registrar via IRI. The corporation exists from the moment the certificate is issued. The apostilled set is the document pack that banks and counterparties expect.

Beneficial-ownership records and Economic Substance declaration. Beneficial-ownership data is filed with the Registered Agent (not with any government registry) and updated annually. The annual Economic Substance self-declaration is filed with the RMI Registrar confirming whether the corporation carries on a "relevant activity" under the 2018 Regulations.

Banking and operational set-up. Bank account or EMI introduction calibrated to the director nationality, expected transaction flows, and economic-substance classification. For ship-owning structures, integration with the IRI maritime registry for vessel registration under the RMI flag.

End-to-end from KYC clearance to a fully operational corporation with a bank account is typically 5 to 12 business days. The Certificate of Incorporation lands on day 1. Banking takes the longest — it is the critical-path item.

Required Documents

For each director, shareholder, and beneficial owner (25%+ holder) we need:

Government-issued photo ID — passport preferred
Proof of residential address dated within three months — utility bill, bank statement, or government letter
Professional reference or banker's reference (required by Registered Agent KYC)
Source-of-funds declaration with supporting evidence where amounts are material
Date of birth, nationality, occupation, and current residential address

For corporate shareholders:

Certificate of incorporation (apostilled, or with certified English translation if not in English)
Register of directors and register of members
Good-standing certificate dated within three months
Ultimate beneficial owner declaration with natural-person identification

You also confirm the share structure — the standard template is 500 registered shares without par value, which keeps the corporation in the base annual franchise tax band — the business activity, and the Registered Agent and registered office address. We provide both.

Apostille is required for foreign corporate documents that accompany a new incorporation. Natural-person KYC documents are accepted as certified copies.

Costs and Timeline

Marshall Islands formation costs depend on authorised share capital (the standard 500-share or 50,000-authorised-share templates stay in the base annual franchise tax band of USD 450), whether your structure carries on an Economic Substance relevant activity, and whether you need additional services — nominee director, apostilled document packs, accounting, or ongoing corporate secretarial work.

Our packages cover the full incorporation through IRI, all government filing costs, Registered Agent and registered office for year one, Articles of Incorporation drafting, apostilled certificate pack, and an introduction to a banking partner suited to your profile. Contact us for a fixed-price quote — no hourly billing, no government surcharges added later, no extras invoiced after the work is done.

Typical timeline from KYC clearance:

Day	Milestone
0	Engagement, KYC submitted
1	KYC cleared, Articles drafted, Registered Agent appointed
2	IRI filing submitted, Certificate of Incorporation issued
3	Apostilled certificate pack ready
5–12	Bank account opened (highly variable per provider — see Banking section)

Tax Overview for Marshall Islands Companies

The RMI tax regime is short. That is the design.

Corporate income tax: 0% on foreign-source income of a non-resident domestic corporation. The exemption is statutory under the Income Tax Act, not discretionary, and has been in place continuously since the BCA was enacted in 1990. A local operating company conducting business in the Marshall Islands pays a 3% Gross Revenue Tax — but that applies only where the corporation has actual RMI-source revenue, which is not the case for cf24 clients using an RMI vehicle for international operations.

Capital gains tax: 0%. Sales of shares in subsidiaries, sales of foreign real estate, sales of financial assets — all untaxed at the RMI level.

Withholding tax: 0% on dividends, interest, royalties, or service fees paid by an RMI NRDC to non-residents. No treaty network is needed because there is no domestic tax to eliminate.

VAT / GST: none. The Marshall Islands has never implemented a consumption tax regime. Sales of goods and services from an RMI corporation are outside any domestic indirect tax system.

Stamp duty: not payable on share transfers or on the issue of shares by an NRDC.

Economic Substance is the single tax-adjacent compliance item that matters. Under the Economic Substance Regulations 2018 (effective 1 January 2019, amended in 2020 and 2021), an RMI corporation carrying on a "relevant activity" — banking, insurance, fund management, finance and leasing, headquarters, shipping, holding, intellectual property, or distribution and service centre business — must demonstrate adequate substance in the jurisdiction. Pure-equity holding entities have reduced substance requirements. Trading and IP companies have the highest bar. Every NRDC files an annual self-declaration confirming whether a relevant activity is carried on — even a pure passive holding structure with no activity files the declaration.

No statutory audit for NRDCs. No obligation to prepare or file annual financial statements with the Registrar. The corporation keeps such accounting records as are necessary to explain its transactions (BCA Section 94) but is not required to file them.

Tax residence certificates are not issued because the RMI does not tax NRDCs. This has implications for claiming treaty benefits in counter-party jurisdictions. Where treaty access matters — for example, EU inbound dividends relying on the Parent-Subsidiary Directive — an RMI NRDC is rarely the right vehicle; consider the Cyprus, Netherlands, or Luxembourg alternatives and pair them with the offshore vehicle downstream.

Banking for Marshall Islands Companies

Banking is the hardest part of an RMI structure. Plan it before you file.

There is no onshore offshore-banking sector in the Marshall Islands itself. The jurisdiction does not have a meaningful corporate banking market for non-resident-owned structures, and no local retail bank handles the volume of cross-border cf24 client work. Every RMI corporation banks elsewhere.

HSBC Hong Kong and UOB Singapore remain the two most common corporate banking homes for Marshall Islands NRDCs — both accept RMI corporations with appropriate KYC on directors and beneficial owners, and both have the compliance infrastructure to handle USD-denominated international flows. Onboarding is typically 4 to 10 weeks.

DBS Singapore and Standard Chartered onboard RMI corporations with supporting operating documentation, particularly where the structure has genuine trading activity rather than pure passive holding.

Swiss private banks — Julius Baer, Bordier, Pictet, VP Bank — handle RMI investment-holding structures at higher relationship thresholds. Suited for family-office and private-wealth use cases, not transactional trading.

For shipping structures, international maritime-specialist lenders — DVB Bank (in its successor forms), KfW IPEX-Bank, specialised Nordic lenders — handle mortgage financing and operating accounts for vessel-owning RMI SPVs integrated with the IRI flag registry.

On the fintech side, Wise Business does not onboard pure RMI offshore NRDCs without supporting operating substance in an onshore jurisdiction. Airwallex takes a selective view depending on director nationality and trading profile. Mercury onboards RMI structures only where there is US operating footprint through a Delaware or Wyoming LLC layered on top.

We screen the bank choice against director nationality, expected transaction flows, and Economic Substance classification before making an introduction. Applying to the wrong bank and failing wastes eight to twelve weeks.

Nominee Director Services

The Marshall Islands permits nominee directors and nominee shareholders. They remain common in legitimate privacy-sensitive structures — family offices, asset-protection plans, vessel-owning SPVs, and cross-border holding arrangements where the beneficial owner's name must stay off commercial registries outside the RMI.

What nominees can still do. A nominee director signs board resolutions, opens bank accounts on behalf of the corporation, executes contracts, and appears in documents produced for counterparties. A nominee shareholder holds legal title to shares. Because the RMI does not operate a public register of directors, shareholders, or beneficial owners, the nominee arrangement genuinely keeps the ultimate owner's name off the public-facing corporate record. This is a meaningful difference from the BVI, Cayman, or Bahamas, where beneficial-ownership filings since 2024–25 have eroded the privacy model.

What nominees cannot do. They cannot hide beneficial ownership from the Registered Agent or from regulators exercising statutory powers. Every RMI corporation must maintain beneficial-ownership records at the level of the Registered Agent — natural persons owning or controlling 25% or more of the shares or voting rights — and must provide those records to the RMI authorities within 60 days of a lawful request. The Registered Agent is subject to AML obligations and must retain the records for at least five years. Nominees do not bypass this — they sit on top of it.

Compliance posture. We provide nominee director and nominee shareholder services where the structure is legitimate and KYC-compliant, supported by a signed nominee declaration and indemnity deed. We do not provide nominee services where the stated purpose is to obscure beneficial ownership from regulators. The Registered Agent's AML obligations make that neither possible nor lawful — and it is the single category of structure the RMI is most committed to shutting down to stay off the EU and FATF lists.

Frequently Asked Questions

Does a Marshall Islands company pay tax?

A Marshall Islands non-resident domestic corporation pays zero corporate income tax on foreign-source income. There is no capital gains tax, no withholding tax on outbound dividends, interest, or royalties, and no VAT. The only recurring government charge is the annual franchise tax — USD 450 in the standard band — plus Registered Agent and registered office fees.

How long does it take to form a Marshall Islands company?

A Marshall Islands NRDC or LLC is formed in one business day through International Registries, Inc. once the filing is submitted. Including KYC on directors and beneficial owners, drafting of the Articles of Incorporation, and apostilled certificate preparation, our typical end-to-end timeline from first contact to a fully operational corporation is 5 to 12 business days.

Is Marshall Islands on the EU or FATF blacklist in 2026?

No. The Marshall Islands was removed from the EU list of non-cooperative jurisdictions on 17 October 2023 and is not on the 17 February 2026 update. It is not on the FATF blacklist or greylist. The 3rd round APG Mutual Evaluation Report adopted in September 2024 confirmed compliance with the majority of FATF Recommendations.

Does a Marshall Islands company file annual accounts?

No. Non-resident domestic corporations are not required to file annual financial statements with the Registrar. No audit is required. The corporation must keep accounting records sufficient to explain its transactions (BCA Section 94), but they stay with the Registered Agent or with the company — they are never made public.

Is Marshall Islands beneficial ownership information public?

No. The Marshall Islands does not operate a central beneficial-ownership register. Beneficial-ownership data is held by the Registered Agent only, updated at least annually, retained for five years, and provided to regulators within 60 days of a lawful request. This is a meaningful difference from the BVI, Cayman, and Bahamas regimes, which now require filings with the public-facing corporate registry.

Can a non-resident own and direct a Marshall Islands company?

Yes. There is no residency or citizenship requirement for directors or shareholders of an RMI corporation. A single non-resident individual can be the sole director and sole shareholder. Corporate directors and corporate shareholders are also permitted. The only mandatory RMI-resident party is the licensed Registered Agent, which we provide as part of the package.

Can a Marshall Islands company open a bank account?

Yes, but banking is the hardest part of the process. There is no meaningful onshore banking market for RMI corporations. Most bank in Hong Kong, Singapore, Switzerland, or with maritime-specialist lenders. Wise Business and most EU fintechs do not onboard pure offshore RMI corporations without operating substance in an onshore jurisdiction. We screen the bank choice against director nationality before applying.

Get Started — Form Your Marshall Islands Company

A fixed-price quote in 60 seconds. Certificate of Incorporation in 24 hours through IRI. Licensed Registered Agent and registered office included. Apostilled certificate pack ready same day. Bank or EMI introduction calibrated to your director profile and Economic Substance classification.

Call +48 2222 5 2222 or email [email protected] to start. Most Marshall Islands formations are complete and operating with a bank account within 10 to 12 business days of KYC clearance — banking is the critical-path item and the choice of bank matters.

Content prepared by Piotr Walter, In-house Counsel. Approved by Tomasz Bielski, Managing Director.