British Virgin Islands (BVI)
The British Virgin Islands (BVI) is an Overseas Territory of the United Kingdom situated 90 miles east of Puerto Rico in the North-Eastern Caribbean.
The BVI is governed by constitution that allows the local legislature a large amount of autonomy over internal affairs with executive power being vested in the Governor, who is appointed by the Queen.
The BVI are served by Eastern Caribbean Supreme Court with the final court of appeal being the Privy Council in London.
Return to top
Law
The laws of the BVI are based on common law principles derived from the United Kingdom.
Return to top
Economy
Historically, the local economy was supported by agriculture but in the 70’s tourism took over this role. The constant flow of the trade winds through the area has made Tortola the bareboat chartering capital of the world and services connected with sailing and leisure tourism prosper.
There are numerous beaches and reefs to explore and the abundance of marine life makes the BVI a diver’s paradise.
In the 1960’s Road Town the capital boasted a small financial services industry based on a number of double taxation treaties extended to the territory from the United Kingdom.
However in 1984 the BVI government enacted the international Business Companies act with a view to replacing the waning treaty haven with that of a pure haven. The legislation was recognised as state of the art at the time and it formed the basis for similar legislation in many other jurisdictions.
With international Business Company drive, the BVI has now passed additional legislation encouraging the incorporation of:
Flexibility
Shares & Capital Requirements
Taxation
The BVI International Business Company is tax exempt for a period of 20 years.
Return to top
Company books & records
BVI Company records and accounts do not have to held or filed with the authorities.
Return to top
The BVI Business Companies Act,2004
Background
The BVI Business Companies Act 2004 (BVIBC) came into force on 1 January 2005, and will replace the International Business Companies Act (Cap 291) and the Companies Act (Cap 285).
Advantages of the BVIBCA
The BVIBC retains the branding “IBC” or “BVI” that we know and love and has become associated with stable, well regulated but flexible corporate legislation.
- Government
- Law
- Economy
- Flexibility
- Shares & Capital Requirements
- Taxation
- Company Books & Records
- The BVI Business Companies Act,2004
The BVI is governed by constitution that allows the local legislature a large amount of autonomy over internal affairs with executive power being vested in the Governor, who is appointed by the Queen.
The BVI are served by Eastern Caribbean Supreme Court with the final court of appeal being the Privy Council in London.
Return to top
Law
The laws of the BVI are based on common law principles derived from the United Kingdom.
Return to top
Economy
Historically, the local economy was supported by agriculture but in the 70’s tourism took over this role. The constant flow of the trade winds through the area has made Tortola the bareboat chartering capital of the world and services connected with sailing and leisure tourism prosper.
There are numerous beaches and reefs to explore and the abundance of marine life makes the BVI a diver’s paradise.
In the 1960’s Road Town the capital boasted a small financial services industry based on a number of double taxation treaties extended to the territory from the United Kingdom.
However in 1984 the BVI government enacted the international Business Companies act with a view to replacing the waning treaty haven with that of a pure haven. The legislation was recognised as state of the art at the time and it formed the basis for similar legislation in many other jurisdictions.
With international Business Company drive, the BVI has now passed additional legislation encouraging the incorporation of:
- Companies limited by guarantee
- Captive insurance companies
- Mutual funds
- Limited partnerships, and
- The British Virgin Islands Special Trust (“VISTA”)
Flexibility
- Only one director or shareholder required for company formation
- Shareholder (s) and Directors (s) can be the same person.
- The shareholder (s) and Director (s) can be an individual or corporate body.
- There is no requirement to appoint a resident secretary.
Shares & Capital Requirements
- Shares can be issued with or without par value.
- Shares may be issued in any recognisable currency or in more than one recognizable currency.
- The standard share capital is USD $50,000.
Taxation
The BVI International Business Company is tax exempt for a period of 20 years.
Return to top
Company books & records
BVI Company records and accounts do not have to held or filed with the authorities.
Return to top
The BVI Business Companies Act,2004
Background
The BVI Business Companies Act 2004 (BVIBC) came into force on 1 January 2005, and will replace the International Business Companies Act (Cap 291) and the Companies Act (Cap 285).
Advantages of the BVIBCA
The BVIBC retains the branding “IBC” or “BVI” that we know and love and has become associated with stable, well regulated but flexible corporate legislation.
- Companies may be incorporated as companies limited by guarantee, hybrid companies and unlimited companies with or without a share capital.
- There is provision for a restricted purposes company.
- Insurance and investment companies may incorporate as Segregated Portfolio Companies.
- The name may be the incorporation number, e.g. “BVI Company Number 2723451 Limited”.
- Companies incorporated as such may also include an additional foreign name.
- The IBC must include its full name on every written correspondence or legal document.
- The IBC can make a distribution of any type as long as it remains solvent.
- The share register, register of directors, register of charges and any notices must be maintained at the registered office.
- Changes to the registers must be notified to the registered agent within 14 days.
- The IBC must provide the registered agent with the location of the original registers and also the location of the books and records of the IBC.
- The IBC must maintain financial records sufficient to determine its financial position.
- A seal is no longer required, if adopted an imprint must be held at the registered office.
- A person who is under 18 years of age, bankrupt or disqualified in accordance with the M&A or Insolvency Act cannot serve as a director.
- The registered agent must appoint the first director/(s) within 30 days § A director shall consent to act in writing.
- The IBC shall maintain a register of charges with a copy at the registered office.
- The IBC may optionally file the register of charges.
- A registered charge has priority over a subsequent registered or unregistered charge unless
- Foreign companies doing business in the BVI are required to register
- Any company restored to the register after January 1, 2006 will be treated as restored under the BVIBC.
- The IBC may issue, bonus, nil paid or partly paid shares. § Bearer shares are required to be held by a licenced custodian
- The licence fee increases for the ability to issue bearer shares and IBC’s with number of shares in excess of 50,000
- In 2005, new incorporations will be possible under all three Acts.
- In 2006, new incorporations will only be possible under the BVIBCA.
- On 1st January 2007, any companies remaining under the CA and IBCA will be automatically re-registered under the BVIBC without the need to amend their M&A.
- IBC’s and CA’s can re register at any time during the transitional period.
