Corporate FAQs
Please contact any of our worldwide offices for additional information on the following topics.
What does an entity search reveal?
A corporate search will reveal the name of the corporation, the date of existence, amendments, and any other publicly filed document. Under 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.
What is the standard share structure?
In the RMI, the share structure of a standard corporation is 500 registered and/or bearer shares of no par value stock or up to 50,000 USD worth of par value stock. Par value may be denominated in any currency.
What are shelf companies?
Shelf companies are ready-made, never used corporations that have been created to meet a client’s immediate needs. Shelf companies are available in the RMI.
Who acts as registered agent in the RMI?
The registered agent for RMI non-resident domestic entities is The Trust Company of the Marshall Islands, Inc. (TCMI).
Does TCMI provide directors?
TCMI does not provide nominee directors.
How many directors are required?
At least one director is required for all RMI corporations.
Which corporate officers are required?
All RMI corporations must appoint a Secretary.
When is capitalization tax assessed?
Capitalization tax is a one time fee assessed at the time of formation or at the time of Amendment to the Articles of Incorporation, if the authorized share capital is above 500 registered and/or bearer shares without par value or 50,000 USD worth of par value stock.
Redomiciliation FAQs:
What is the legal effect of redomiciling to the RMI?
When a foreign entity redomiciles to the RMI, the entity is only changing corporate jurisdictions. A new and separate entity is not created. The name and the date of existence will remain unchanged. However, the RMI Associations Law will govern the entity after redomiciliation.
Is redomiciliation recognized by the corporate, financial, and legal communities?
Most modern corporate jurisdictions have established redomiciliation laws. As a result, financial and legal communities are familiar with the intricacies and benefits of redomiciliation.
Are there any prohibitions or limitations in redomiciling a business entity to the RMI?
The RMI Associations Law allows a foreign entity to redomicile to the RMI if the transfer of domicile is not expressly prohibited under the laws of the foreign jurisdiction.
What documentation is required to redomicile an entity and where can the documentation be filed?
To redomicile a corporation, for example, a client must provide signed RMI Articles of Domestication and Articles of Incorporation; a certified copy of the corporation’s foreign Articles of Incorporation, Articles of Association, or similar document(s) upon which the corporation’s existence is based, and all amendments thereto; and a recent document providing evidence of current existence. Sample Articles of Domestication and Articles of Incorporation can be obtained from any worldwide office of International Registries, Inc., and its affiliates (IRI), or at www.register-iri.com. Completed documents may be sent to any IRI office.
Is there an alternative to redomiciliation?
Some clients have chosen to transfer jurisdictions by merging their foreign entity with an RMI corporation, partnership, limited partnership (LP), or limited liability company (LLC). In this case, the client must form an RMI business entity first and then file the appropriate merger documentation with any IRI office.
Can other types of business entities redomicile to the RMI?
Any non-RMI business entity may redomicile to the RMI, including foreign corporations, partnerships, LPs, LLCs, or their foreign equivalents, provided it is not expressly prohibited by the foreign jurisdiction.
Maritime FAQs
What types of vessels are eligible for registration in the RMI?
Seagoing vessels of any tonnage engaged in foreign trade, including commercial yachts and private yachts 12 m or more in length, are eligible for registration in the RMI.
How can an entity be created?
An entity for vessel ownership is easily formed and maintained. More information on business entity formation can be found in our Corporate Services section. Owners may find it advantageous to form more than one entity for a vessel if there is more than one company involved in vessel operations, crewing, cargo handling, and chartering.
What is a foreign maritime entity (FME)?
An FME is a foreign-registered corporation, general or limited partnership, or limited liability company that has qualified to own or operate a vessel registered in the RMI. An entity incorporated in a jurisdiction other than that of the ship registry may register as an FME by completing an application available through any IRI office.
How long does it take to register a vessel?
A Provisional Certificate of Registry for a vessel may be obtained in one business day, provided that all of the required information and proof of ownership have been received and initial registration fees have been paid. The Provisional Certificate is valid for one year, during which time the owner/operator can obtain the documents required for the Permanent Certificate of Registry.
Can a newbuilding be registered prior to completion?
A newbuilding registration is a notation in the Registry’s records of an intention by the prospective owner to potentially register the newbuilding in the RMI upon its completion and delivery from the shipbuilder. The vessel can be registered once the owner officially obtains its title. Please contact any IRI office for additional information on newbuilding registration.
Commercial Vessels:
Is there an age requirement?
Vessels should not be more than 20 years of age at the time of registration; however, vessels older than 20 years may be granted a waiver for registration depending on the vessel’s condition and whether the vessel meets the requirements of its Classification Society. 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.
What type of entity may own a commercial vessel?
A commercial vessel registered in the RMI may be owned by an RMI corporation, general or limited partnership, limited liability company, or qualified FME.
What does ‘bareboat registered’ mean?
Bareboat charter registration temporarily permits a vessel to fly the flag of another country while ownership continues to be registered in the owner’s State. It provides a welcome element of flexibility in a number of commercial situations. While registered pursuant to a bareboat charter, a vessel is allowed, with the consent of its owner’s State of registry, to fly the flag of its bareboat charterer’s State for a period determined by that State’s law or, if for a shorter time, by the term fixed in the bareboat charter party.
Maritime Links:
Online Maritime Publications
Maritime Finance and World Ports
Classification Society Links
International Labour Organization Links
Yacht FAQs
How long has the RMI Yacht Registry been around?
The RMI Ship Registry program was initiated in 1988. In 2001, at the request of owners and maritime attorneys, the Registry was expanded to include commercial and private yachts. There are now more than 500 yachts flying the RMI flag.
Is it difficult to register a yacht with the RMI Registry?
We have experts who specialize in yacht registration to guide the client and advisors step-by-step through the process in real time. Our aim is to provide a seamless and smooth process for all parties.
Where do I go to register my yacht with the RMI and what kind of support can I expect following registration?
With 28 worldwide offices in major maritime and commercial cities around the globe, the RMI is able to provide same-day service to the yachting community, regardless of location or time zone.
What are the requirements for a private yacht to be registered with the RMI?
The Administrator considers a private yacht to be any pleasure yacht of 12 m or more in length at waterline, not carrying passengers for hire, nor engaged in trade or commerce, and being used solely for pleasure or recreational purposes and carrying no more than 12 passengers.
Does the RMI Registry also allow commercial yachts to register?
Yes. Commercial yachts engaged in trade, commerce, or charter that carry no more than 12 passengers and that are of 24 m or more in length may register provided they meet the Registry’s safety standards.
How long is the registration period?
Yacht owners may register their yachts with the RMI under a one year program; however an optional three year program is offered for private yachts and PYLCs.
What would be my home port under a registration with the RMI Registry?
Yacht owners are given a choice of either Bikini or Jaluit as the yacht’s home port.
What type of entity may own a yacht?
Yachts may be owned by a RMI corporation, general or limited partnership, limited liability company, or qualified foreign maritime entity.
What about cruising in US waters?
Under a reciprocal treaty, private yachts registered in the RMI are eligible to obtain a US cruising permit.
If my craft is registered as a private yacht, can I still charter it out?
Yes. The Registry permits private yachts to be chartered out for up to 84 days per calendar year, provided that some additional requirements are satisfied.
Seafarers FAQs
FAQs on the Application of the International Convention on Standards of Training, Certification and Watchkeeping (STCW), the Maritime Labour Convention, 2006 (MLC, 2006), and applicable offshore certification.
What are the security features of the new Seafarer’s Identification and Record Book (SIRB) (MI-272) (Rev. 12/20)?
Commencing in March 2021 a new version of the SIRB (MI-272) (Rev. 12/20) will be put into service by the Republic of the Marshall Islands Maritime Administrator. The new version replaces MI-272 (Rev. 4/13) which contains the unique SIRB number in perforated form on the top of each page throughout the first half of the record book. The new version does not have the SIRB number in perforated format. Instead, the new version contains a unique identification number on a secure hologram label at the top of the inside front cover. This identification number is repeated on the seafarer’s identification page and on each Special Qualification Certificate label contained in the SIRB.
The seafarer’s identification page will continue to contain a Quick Response (QR) code that can be scanned for immediate verification of the document at www.register-iri.com. Questions or comments concerning this updated version of the SIRB may be directed to seafarers@register-iri.com.
Who is required to possess STCW documentation?
The STCW requires deck and engineer officers, radio operators, and ratings as defined in Regulation I/1 of the STCW Convention, as amended, to possess STCW documentation. This includes officers and seafarers fulfilling capacities indicated on the Minimum Safe Manning Certificate (MSMC). The IMO recommends that other members of the maritime crew, including the Offshore Installation Manager (OIM), barge supervisor, ballast control operator, and maintenance supervisor receive STCW equivalent training, and retain that documentation in their possession. All maritime crew on active service who must comply with the STCW requirements, as amended by the Manila Amendments, must be in possession of a valid STCW Certificate covering the functions performed on board. (Reference: IMO Assembly Resolution A.1079(28); MI-118, Requirements for Seafarer Certification, §4.1.1).
Can non-ship (non-STCW certificated) personnel apply for a SIRB?
Yes; however, the RMI Maritime Administrator (the “Administrator”) does not generally issue seafarer documentation to industrial personnel. Those who are required on the MSMC but are not STCW-qualified, such as survival craft/rescue boat crew, must be issued seafarer documentation, including an SIRB and related SQCs. If such crew are not qualified for STCW Basic Safety Training and Security Awareness, the SIRB will be limited to MOUs. (Reference: MI-118, §4.1.1).
Can non-ship (non-STCW certificated) personnel receive a Proficiency in Survival Craft and Rescue Boats (PSCRB) other than Fast Rescue Boat SQC?
The SQC can be issued upon receipt of evidence the person has received STCW PSCRB training, offshore lifeboatman training, or coxswain training. The SQC will be limited to MOU use only if he/she is not qualified for STCW Basic Safety Training and Security Awareness training.
Can non-ship (non-STCW certificated) personnel serve as survival craft crew members with the certification outlined in Question 3 above?
Yes, they will be fully qualified to serve as survival craft crew members. Please note that all officers and able seafarers (including MOU-only use as well) on board MOUs are required to be trained in PSCRB, and are therefore qualified to serve as survival craft crew members.
Will electricians who are entitled Electro-Technical Officer (ETO) or Electro-Technical Ratings (ETR) need to comply with STCW?
The Manila Amendments added new ETO and ETR endorsements to STCW, and require officers serving as ETO or Electrical Engineer to hold ETO certifications. ETRs are also required to hold an ETR qualification. Only those personnel who are part of the maritime crew on board an offshore installation and serving as ETO or Electrical Engineer are required to provide documentary evidence that he/she is qualified as an ETO or ETR, if that is the capacity in which they serve. (Reference: MI-118, §2.1.19 and §2.1.20, STCW Regulations III/6 and III/7).
Will ETOs and ETRs who are part of the maritime crew be required to possess RMI certification?
RMI ETO and ETR certification is optional. However, if an RMI ETO or ETR is not possessed, please see answer 5, above. (Reference: MI-118, §3.3.7 and §5.9.2.9, STCW Regulations III/6 and III/7).
Will ETO, ETR, and electrician capacities appear on an MSMC?
No. ETOs and ETRs are not manning requirements. In addition, MSMCs are for watchstanding personnel responsible for the safe navigation and operation of the vessel. ETO and ETR capacities are not usually engaged in these types of watchstanding duties. (Reference: STCW Regulations III/6 and III/7).
Who is required to be qualified for High Voltage (HV) Systems (in excess of 1,000 volts) and if they are not, what will be the Administrator’s course of action?
STCW requires that engineering officers be qualified in HV Systems if they are employed upon vessels with HV installations. If an engineering officer is not qualified as such, there will be a limitation to vessels not equipped with HV Systems on his/her Certificate of Competence (CoC). That limitation will be carried over onto their RMI endorsement. CoCs that have an expiration date after 01 January 2017 and do not have the limitation will provide the evidence that the officer is qualified in HV Systems. (Reference: STCW, Part A, Tables A-III/1, III/2, III/3, and III/6).
Who is required to have security awareness training and does the training have to be approved?
Any seafarer who will receive STCW certification of any kind is required to have security awareness training. Any such training must be in compliance with STCW requirements, and there must be evidence that the training has been approved as such by an Administration. (Reference: MI-118, §4.1.4.2 and §5.22.1; STCW A-VI/ §6.5 and §.9).
What is the difference between security familiarization and security awareness training?
Security familiarization is a new requirement for all persons in compliance with the provisions of the International Ship and Port Facility Security (ISPS) Code, and will usually include measures to take in the event of piracy or an armed robbery threat or attack. The security familiarization is specific to the vessel’s Ship Security Plan (SSP).
Security awareness training is generic in nature, usually done shore side or by computer based training (CBT), and required by STCW for seafarers receiving STCW certifications. (Reference: MI-118, §4.1.4.2 and §5.22.1; STCW Regulation VI/6, A-VI/6.1~6.3, A-VI/6.6~6.8).
Are cooks required to be certificated by the Administrator?
No. The SQC for cooks and other galley personnel is optional. The requirement is that they be properly trained. Note that the SQC of cooks who have been issued RMI documentation as cook or chief cook, will provide documentary evidence the cook has been trained in accordance with the MLC, 2006 training requirements. (Reference: MLC, 2006 §3.2).
What training is required for cooks?
The MLC, 2006 requires that all cooks with responsibility for food preparation be trained and qualified for their position on board the ship. Anyone who handles food (such as servers, steward utility personnel, etc.) must be trained or instructed in food, personal hygiene, galley sanitation, and handling and storage of food on board. Cooks involved in food preparation, handling of food, and/or the maintenance of food service areas must have successfully completed an approved training course that covers practical cookery, nutrition, food and personal hygiene, food storage, stock control and environmental protection, and catering health and safety, in compliance with the provisions of Regulation 3.2 of MLC, 2006. (Reference: MLC, 2006 §3.2, MI-118 §5.23, and RMI MN-7-044-1, §15.3.3 and §15.3.4).
