Benefits of Making Business in marshall islands | Buy & Sell Business

1. BENEFITS OF MAKING BUSINESS IN THE MARSHALL ISLANDS WWW.MERGERSCORP.COM

2. At MergersCorp M&A International we help our clients confidentially buy and sell privately held businesses, aligning the interests of all parties for mutual success and satisfaction. It is our goal to make the process of either buying a new business or selling your current business as smooth and efficient as possible. We know how important confidentiality is to our sellers and we treat it with the utmost importance. WWW.MERGERSCORP.COM

3. BENEFITS OF MAKING BUSINESS IN THE MARSHALL ISLANDS WWW.MERGERSCORP.COM

4. Country Overview Marshall Islands, officially Republic of the Marshall Islands, Marshallese Majōl, country in the central Pacific Ocean. It consists of some of the easternmost islands of Micronesia. The Marshalls are composed of more than 1,200 islands and islets in two parallel chains of coral atolls—the Ratak, or Sunrise, to the east and the Ralik, or Sunset, to the west. The chains lie about 125 miles (200 km) apart and extend some 800 miles northwest to southeast. Majuro atoll is the nominal capital of the republic. Government offices are located in the town of Delap-Uliga-Djarrit, named for three islands.

5. Executive Summary The native people of the Marshalls, the Marshallese, are Micronesians. The most populous atolls are Majuro and Kwajalein, which offers employment at the U.S. missile testing range; together they have almost three-fourths of the country’s total population. The rest of the population lives in traditional villages on the outer islands away from the two urban centres. The republic’s main sources of revenue are substantial U.S. subsidies under a Compact of Free Association and the leasing of land for the U.S. missile testing range on Kwajalein. Employment and modern amenities at both Majuro and Kwajalein serve as magnets that draw people to the two urban centres.

6. Introduction – Doing business in The Marshall Islands in 2019 from 150 in 2018. A Marshall Islands Company can be taken public and can raise capital and also carry out third party trading. A public entity can be considered as an investment advisor and conduct business in any activity except banking, trust, insurance. Marshall Islands is ranked 153 among 190 economies in the ease of doing business, according to the latest World Bank annual ratings. The rank of Marshall Islands deteriorated to 153

7. Conducting business in The Marshall Islands Non-resident domestic companies are also restricted from doing business with Marshall Islands residents or companies but may maintain professional contact with solicitors, barristers, accountants, bookkeepers, trust companies, management or secretarial companies, investment advisors, or other similar persons or entities carrying on business within the Marshall Islands. A Marshall Islands Non-resident domestic company is a very flexible and tax-free vehicle, with just a few restrictions on the business that the company can carry out. It can engage any legal business activity, except gaming and financial services such as banking, insurance, and trust.

8. Taxation in The Marshall Islands To help meet its private sector objectives, the Government offers investments in selected sectors exemptions from paying taxes and duties. The wages and salaries tax, is 8% per annum on the first US$10,400 of taxable income earned by the employee, and 12% thereafter. The Marshall Islands statutorily exempts all non-resident (i.e. offshore) companies from taxes. Local governments apply sales taxes, at rates between 2% and 4%.

9. Trade The Marshall Islands is the 164th largest export economy in the world. In 2017, the Marshall Islands exported $325M and imported $8.79B, resulting in a negative trade balance of $8.46B. In 2017 the GDP of the Marshall Islands was $204M and its GDP per capita was $4.24k. The top exports of the Marshall Islands are Passenger and Cargo Ships ($92.6M), Recreational Boats ($79.1M), Boat Propellers ($37.9M), Scrap Plastic ($30.6M) and Non-fillet Frozen Fish ($23.9M), using the 1992 revision of the HS (Harmonized System) classification. Its top imports are Passenger and Cargo Ships ($6.69B), Special Purpose Ships ($1.09B), Refined Petroleum ($391M), Recreational Boats ($212M) and Boat Propellers ($85.9M).

10. Banking in The Marshall Islands November 8, 1982. It has been providing commercial banking services since that time. It is a full service bank with an expanding number of branches located in the Republic of the Marshall Islands. RMI's two banks currently have access to the U.S. financial system. The Bank of the Marshall Islands (BOMI) is a domestic financial institution and operates five branches throughout RMI, including on the Kwajalein Atoll. The Bank of the Marshall Islands, known as "The Marshallese Bank," was chartered in the Republic of the Marshall Islands on

11. Our M&A Process NEGOTIATION & CLOSE POST MERGER INTEGRATION (PMI) INTEGRATION (PMI) POST MERGER TARGET APPRAISAL APPROACH DUE DILIGENCE Key Areas  Target & market analysis;  Initial assessment of synergies & value drivers;  Indicative valuation;  Go or No-Go decision;  Preparation of transaction documents (NDA – Non- disclosure Agreement/LOI- Letter of Intent);  Select Transaction team;  Appoint advisors;  Consider funding ability.  Initial approach letter;  Signing of NDA;  Prepare & share initial information requests;  Formulation of LOI (Letter of Intent) & possible negotiations;  Initial meeting and Q&A;  Circulate information on the Target to the Transaction team.  Set scope of due diligence;  Set up VDR (virtual data room);  Coordinating of due diligence, further meetings and Q&A sessions;  Consider points relevant to the Post-Merger (PMI) phase;  Revisit indicative valuation & prepare detailed valuation based on due diligence findings;  SPA negotiations with the seller;  Development of final structure (share/asset deal) and final valuation;  Approvals;  Signing of SPA & Close.  Consider the extent of integration;  Development of 100 Day PMI Plan;  Consider short & long term objectives;  Estimate requirements to capture synergies;  Determine resource needs & optimal allocation. Parties Involved  CFO;  Head of M&A;  Accountants;  Corporate finance advisors;  Consultants.  Senior management;  CEO, CFO, CTO;  Strategy director;  Head of M&A;  Head of Business Development;  Consultants.  Company general counsel;  Lawyers;  Senior management.  Company general counsel;  Lawyers;  Senior management/HR. 11 © Midaxo 2018 www.midaxo.com

12. Looking to Buy or Sell a Business? CONTACT US NOW FOR A FREE BUSINESS VALUATION WWW.MERGERSCORP.COM

13. MergersCorp.com The information contained herein is of a general nature and is not intended to address the circumstances of any particular individual or entity. Although we endeavor to provide accurate and timely information, there can be no guarantee that such information is accurate as of the date it is received or that it will continue to be accurate in the future. No one should act on such information without appropriate professional advice after a thorough examination of the particular situation. Member firms of the MergersCorp network of independent firms are affiliated with MergersCorp International. MergersCorp International provides no client services. No member firm has any authority to obligate or bind MergersCorp International or any other member firm vis-à-vis third parties, nor does MergersCorp International have any such authority to obligate or bind any member firm. Copyright © 2020 MergersCorp International. All rights reserved. 13 © Midaxo 2018 www.midaxo.com