The entity most often registered in the Marshall Islands is an international business corporation (IBC) under the Business Corporations Act, which is part of the Associations Law of the Republic of the Marshall Islands (RMI). It is an offshore jurisdiction that exempts non-resident companies from local taxes, and shipping groups choose it particularly often. No annual return or audit is filed with the registry, but an economic substance report is required every year.
The Marshall Islands at a glance
| Parameter | What applies |
|---|---|
| Form | IBC under the Business Corporations Act (RMI Associations Law), also LLCs and partnerships |
| Corporate law | according to the registry, modeled on the corporate law of the State of Delaware |
| Local taxes | non-resident RMI entities are exempt from RMI taxes by law |
| Minimum structure | one shareholder, one director, a secretary |
| Filings with the registry | no annual return or audited accounts are filed; the IBC keeps the records required by law |
| Substance report | annually, within 12 months after the anniversary of registration |
| EU list of October 9, 2026 | the Marshall Islands are neither on the list of non-cooperative jurisdictions nor in Annex II |
Who runs the registry
The RMI corporate registry operates through International Registries, Inc. (IRI): an operator with 28 offices worldwide that provides registrar and registered agent services. A company can be registered in the Marshall Islands through any of these offices, which also issue a Certificate of Good Standing and register vessels. According to the registry, directors can live in any country, and meetings can be held outside the RMI, subject to any restrictions in the articles.
Economic substance report
Under the Economic Substance Regulations, 2018, in force since January 1, 2019, all non-resident domestic entities and foreign maritime entities of the RMI file an annual economic substance report through a secure online portal. The deadline is 12 months from the anniversary date of registration, and the login PIN arrives with the annual invoice.
The consequences of missing the deadline are described in the registry's guidance:
- once the deadline is missed, the registry suspends corporate services: corporate documents are not filed or issued until the report is submitted;
- if the report is not filed within 12 months after the deadline, the registrar annuls the company under § 6(3) of the ESR, with rare exceptions;
- reinstatement is possible through an administrative procedure with a penalty and filing of all missed reports.
How substance rules work in different countries is explained in detail in the guide on economic substance.
Beneficial owners and records
According to guidance from the RMI registrar, a non-resident entity must keep accurate accounting records and up-to-date information on its legal owners, and must make reasonable efforts to obtain and maintain an internal register of beneficial owners. A beneficial owner is always an individual who ultimately owns or controls the company. Records are kept for at least five years. Public companies and their subsidiaries are exempt from maintaining a beneficial ownership register.
Why shipping groups choose the RMI
The Marshall Islands run corporate and maritime registries side by side, so a shipowner can keep the company, the vessel registration and the ship mortgage in one jurisdiction. According to IRI data as of June 30, 2026, dozens of RMI companies, mostly in shipping, trade on the NYSE and NASDAQ, for example Scorpio Tankers and Star Bulk Carriers.
For ship ownership, the requirements of the flag, lenders and insurers matter. The place of incorporation does not settle these questions by itself, so the structure is checked together with the bank financing the vessel.
When to consider another jurisdiction
For an ordinary holding company without maritime assets, the usual comparison is with an offshore company in the BVI, and for trade with Latin America, with Panama. An IT business or a store taking card payments needs a jurisdiction that payment services understand; how to choose between an offshore and an operating structure is covered in the guide offshore vs onshore.
The owner's taxes and the bank
The exemption from RMI taxes applies to the company itself. The owner's country of residence may tax its profit under CFC rules or when dividends are paid, and management from another country may make the company tax resident there. The bank will check the owners, the origin of the capital and whether the transactions are genuine: for a shipping business, the vessel, the charters, the counterparties and the insurance. We prepare the document package under the service bank account for an offshore company.
What to send for a quote
Neighbouring island jurisdictions are covered in the guides to a company in the Bahamas and to a Seychelles IBC.
The purpose of the structure (vessel, holding, investments), the owners' country of residence, the bank or lender and the planned payments. Offshora will compare the Marshall Islands with the alternatives and prepare a two-year cost estimate for registration and maintenance. Submit a request.
Tell us about your task, and we will propose a jurisdiction, the scope of services and the order of work.
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