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Marshall Islands LLCs: Structure for Business in Europe

Over the past year, the number of applications for registration of offshore companies has increased dramatically. This is due to the post-COVID consequences, geopolitical clashes, and the global economic crisis. However, the choice is limited to several jurisdictions, where you can count on the protection of the shareholder/founder’s personal data, use tax incentives, and get a convenient tool for expanding the partner network and merging several companies into a single network.

LLC on the Marshalls for doing business in the EU

The flexible form of a Marshall Islands Limited Liability Company (LLC) is one of the best options when choosing a business structure and country for incorporating an international business. Such a company combines all the advantages of an IBC (International Business Company) and partnership and also has its own unique advantages.

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Getting to know Marshall Islands LLC

The Republic of the Marshall Islands (RMI) is an island nation in the Pacific Ocean. Its official language is English, and the local currency is the US dollar. The main business forms on the island are IBCs and LLCs, where an LLC can be established as a local or offshore company.

Marshall Islands LLC has several advantages over IBC, both in terms of the minimum amount of capital and settings. Here are the main characteristics of this jurisdiction for setting up a company:

  1. Corporate law in the Marshall Islands is based on English common law, similar to Delaware LLC law. LLC management, registration, and operations are regulated by the LLC Law of 1996, as amended.
  2. Marshall Islands LLC corporate structure and management provides for personal and remote business management by LLC members or managers, the number of which is limited (at least one person). Shareholders and managers can be individuals or legal entities with the opportunity to use professional services.
  3. The number of LLC members is not limited (minimum 1), which makes the structure customizable and flexible.
  4. The liability of shareholders (members) of a Marshall Islands LLC is limited to personal contributions and is not associated with the company’s general capital.
  5. LLC trading restrictions apply to commercial activities that are not available for companies under this form in the field of insurance, trust services, and banking.

In addition, the Republic of the Marshall Islands (RMI) was excluded from the list of non-cooperative EU jurisdictions (blacklist) for tax purposes in 2019. This increases jurisdiction attractiveness and security for company registration, including offshore IBC.

Benefits of a Marshall Islands LLC

What are the benefits of registering an LLC in the Republic of the Marshall Islands? Firstly, it is the availability and simplicity of settings for registering offshore (international) companies by foreign founders, where the business receives several tax and currency control privileges. Separately, we can distinguish the following advantages of registering RMI LLC:

  • Tax incentives with zero corporate taxation, personal income tax, withholding tax on assets and profits from foreign sources, as well as the absence of capital gains tax and stamp duty. These privileges apply to non-resident LLCs in the Marshall Islands and their members. Corporate and income tax will apply if an LLC or its shareholders/founders are identified as residents.
  •  Limited liability of LLC members allows for separating each person’s assets from the common business. Just as the company is not liable for the members’ debt obligations, the members themselves are not tied to the debts of the business structure.
  • High level of personal information protection due to the closed registry of beneficial owners in the Marshall Islands and the availability of a professional service.
  • LLC does not have any requirements for the minimum capitalization of contributions, the amount of which can even be USD 100.
  •  LLC reporting in the Marshall Islands is minimal – only keeping records in case of inspections without obligations for annual reporting and submission of accounting and audit documents.
  • The Limited Liability Company Act of the Marshall Islands allows the creation of a Series Limited Liability Company. SLLC is an LLC with independent series (corporate structures), each with its own participants, managers, assets, and risks. The liability of each series element is not related to other companies.
  •  Relocation of foreign business from offshore and European jurisdictions, registration of which in the Marshall Islands can be carried out according to the already existing data of the legal entity. Redomiciliation of an LLC from the RMI territory is also possible.
  •  No currency controls for offshore LLCs, which also applies to transferring financial assets abroad and restrictions on foreign exchange transactions.

Reference: since 2018, the Marshall Islands has established new requirements for identifying beneficial owners, members, and managers of LLCs. Information about them (name, address) must be kept by the registered agent and provided upon request.

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Our specialists will help you open an LLC in the Marshall Islands. All you need is a desire, the necessary documents, and timely payment. We are ready to offer professionalism, assistance with bank accounts, free consulting, and solving corporate/tax problems.

Comparison of Marshall Islands LLC with other forms of business in Europe

When comparing LLCs in the Marshall Islands with other types of limited companies in different countries, RMI LLCs have several undeniable advantages. The key points of this comparison are:

  • Some believe that the LLC concept originated from Panamanian legal entities known as limitadas. However, Panamanian LLCs (SRLs) are more limited by local and global laws and also provide for a public registry of companies and beneficial owners.
  • European business forms, which may provide for the limited liability of each member/shareholder, can be found in a number of countries. They have specific conditions for founders and business structures, including requirements for economic substance, the amount of capital, and taxes on global income:
    • France, Luxembourg, Monaco, and other French-speaking countries – SARL (Société à Responsabilité Limitée).
    • German companies in the form of GmbH (Gesellschaft mitbeschränkter Haftung) and GmbH & Co.
  • United Kingdom Limited Liability Partnership (UK LLP). Such LLPs have some of the most attractive LLCs characteristics – flexibility in management and operations and limited liability for partners. However, UK LLPs are subject to many provisions of the UK Companies Act and other regulations that increase the operating costs of a typical LLP and preclude absolute confidentiality.

Despite the similar characteristics of Marshall Islands LLCs and some business forms in European countries, no European business structure has the same benefits and level of protection as an RMI LLC.

Marshall Islands LLC – beneficial solution for business in Europe

Among all legal forms of business in Europe and Oceania, Marshall Islands LLC is the most profitable, safe, and flexible option. Founders can take advantage of all the benefits of setting up their company, tax incentives, and confidentiality, as well as the right to remotely manage the structure using independent manager services.

The Marshall Islands adheres to modern laws and is not blacklisted by the EU and the OECD. In addition, this jurisdiction offers an expedited procedure for registering a company by non-residents in the Marshall Islands registry (IRI – International Registries, Inc.), which has launched a decentralization process since 2020. Nowadays, IRI has offices in Zurich, London, Piraeus, Hong Kong, Singapore, New York, Fort Lauderdale, Reston/Washington, and other cities. However, the registry works only with professional companies such as Offshore Pro Group. 

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To get a complete turnkey service, it is better to seek professional assistance from Offshore Pro Group experts. We will help you open an account in any financial institution in the world and provide the services of a registered agent + legal address for Marshall Islands LLC. Contact [email protected] to get a preliminary consultation.

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