British Virgin Islands

Famous The Baths on Virgin Gorda, British Virgin Islands

 

The Virgin Islands, often called the British Virgin Islands (BVI), is a British overseas territory, located in the Caribbean to the east of Puerto Rico. The islands make up part of the Virgin Islands archipelago, the remaining islands constituting the U.S. Virgin Islands. As an offshore financial centre, the British Virgin Islands enjoys one of the more prosperous economies of the Caribbean region. The “twin pillars” of the economy are tourism and financial services.

Economically however, financial services associated with the territory’s status as an offshore financial centre are by far the more important. 51.8% of the Government’s revenue comes directly from licence fees for offshore companies, and considerable further sums are raised directly or indirectly from payroll taxes relating to salaries paid within the trust industry sector (which tend to be higher on average than those paid in the tourism sector).

Incorporation

Incorporation in British Virgin Islands

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Legislation: BVI Business Companies Act, 2004 (No. 16 of 2004) (“the BVI BC Act”).

NOTE: The BVI BC Act replaces the existing regimes, which govern the IBC’s and the BVI Domestic Companies known as CAP 285. Important features:Below is a summary of some of the important features of BVI IBC under the Order: Type of company:Business Company or BC, being tried and trusted corporate vehicle designed exclusively for conducting international business. The BC can take the form of a company limited by shares;

  1. a company limited by guarantee that is not authorised to issue shares;
  2. a company limited by guarantee that is authorised to issue shares;
  3. an unlimited company that is not authorised to issue shares;
  4. an unlimited company that is authorised to issue shares;
  5. a segregated portfolio company.
  6. a restricted purpose company.

Jurisdiction: The BVI is a British Protected Territory or Crown Colony. It became self-governing in 1967 and is a member of the Commonwealth. The legal system, courts, etc is that of the United Kingdom.

The Authority: Matters pertaining to the conducts of offshore businesses and regulation related thereto including issuing of licenses are governed and supervised by a supervisory authority called BVI Financial Services Authority.

Who can incorporate: Registered Agent as licensed under Company Management Act 1990. Time to incorporate: In most cases including reservation of name, a BC can be incorporated within 2-3 days.

Registration fee and annual fee:

Companies authorised to issue Registered Shares only

  1. US$350 if the BC is authorised to issue no more than 50,000 shares.
  2. US$350 if the BC is authorised to issue no more than 50,000 shares and/or some or all its shares have no par value.
  3. US$1,100.00 if the BC is authorised to issue more than 50,000 shares.
  4. US$5,000.00 for restricted purposes company.

Companies authorised to issue Registered Shares and Bearer Shares

  1. US$800.00 if the BC is authorised to issue no more than 50,000 shares and all its bearer shares are held by a Custodian located in BVI.
  2. US$1,100.00 if the BC is authorised to issue no more than 50,000 shares and all or some of its bearer shares are held by a Custodian located outside BVI.
  3. US$1,100.00 if the BC is authorised to issue more than 50,000 shares and all its bearer shares are held by a Custodian located in BVI.
  4. US$1,350.00 if the BC is authorised to issue more than 50,000 shares and all or some of its bearer shares are held by a Custodian located outside BVI.

Shelf company availability: Yes. We always have a number of already existing companies for sale. These companies are “clean”, that is to say, they have never traded or engaged in any transaction whatsoever. We deliver to our clients a certificate of non-trading whenever we sell these companies. For further details please contact anyone of our personnel.

Taxation: An International Business Company does not pay any tax on its world-wide profits to the British Virgin Islands authorities.

Minimum annual government fee: US$350.00 for BC with authorised capital of US$50,000.00 or less and US$1,000.00 for IBC with authorised capital of more than US$50,000.00.

Disclosure of beneficial owner: BVI adopts money laundering legislation under which all licensed service providers are required to know the identity of their customers before accepting a transaction. Not to do so would be an offence under the legislation. Therefore disclosure of beneficial ownership will be made to trust company, bank, insurers, etc. but not to the Authority.

Bearer shares: Shares may be in registered or bearer forms. However higher maximum registration fee and annual fee are as listed above applicable and by 2010 all bearer shares must be held by authorised custodian.

Standard minimum paid up: None but our standard company comes with a standard paid up of US$1.00.

Standard authorised capital: None.

Permitted currency of capital: Any currency although in most cases the US$ is prevalent. Minimum number of shareholders: One and there is no residency or nationality requirement.

Minimum number of directors: One and there is no residency or nationality requirement.

Corporate directors: Yes.

Local directors: No.

Company secretary: No.

Public record of directors & shareholders: No.

Location of directors and shareholders meeting: Anywhere.

Telephone board meeting: Yes.

Access to Double Tax Treaty: Has treaties with the UK, Japan and Switzerland. They have limited benefit and are not applicable to offshore business.

Requirement to file account: Only to licensed IBCs like bank, insurers, trust companies. Nevertheless an IBC is required to maintain account which shall accurately reflect its financial positions.

Requirement to file annual return: No requirement to file annual return.

Change in domicile: Domicile in and out yes.

Local registered office address: An IBC must have at all time a registered office in BVI which shall be maintained at the office of a licensed management company.

III. MEANING OF AN “IBC” An IBC, being an offshore company, is a company that cannot:

  1. carry on business with persons resident in the BVI;
  2. own an interest in land situated in the BVI other than a lease of property for use as an office from which to communicate with shareholders or where books and records are prepared or maintained.
  3. carry on banking business, trust business, insurance business or company management business or business of providing registered address unless licensed.

1. The Segregated Portfolio Company (“SPC”) was used in the BVI under the Insurance Act, 1994. The BVI BC Act allows mutual funds and other types of companies to be incorporated as SPC’s and enhances BVI’s ability to compete for offshore business with other jurisdictions offering this type of service. The SPC is subject to FSC’s approval.

2. Restricted Purpose Company (“RPC”). Despite its name, the RPC has full capacity to do any act and carry on any business whatsoever.

Data Sheet

BVI IBC Corporate Data Sheet

Type of company BC or Business company
Common or civil law jurisdictions Common law
Shelf company availability yes
Time to incorporate 24-48hrs
Min. annual duty or franchise fee US$350 or US$1,100.00
Annual return filling fee nil
Taxation nil
Disclosure of beneficial ownership To Registered Agent
Bearer shares Yes but subject to higher fee and custodianship
Standard minimum paid up capital None
Standard authorised share capital None
Permitted currency of capital any
Minimum number of shareholders 1
Minimum numbers of directors 1
Corporate directors yes
Local directors No
Company secretary No
Company seal Yes
Public record of directors no
Public record of shareholders no
Location of directors meeting Any where
Location of shareholders meeting Any where
Telephone board meeting Yes
Access to Double taxation treaty No but BVI currently has tax treaty with the UK, Japan and Switzerland.
Requirement to file account No
Requirement to file annual return No requirement to file annual return
Change in domicile Yes
Local registered address Registered Agent
Who can incorporate? Registered Agent

Benefit Analysis

BVI – Cost and Benefit Analysis

Star Rating
Corporate Registration Efficiency 4-star Incorporation can be done in 2-3 days.
Availability of Name 4-star Names are not easily available.
Confidentiality 5-star Details of shareholders and directors are not public records and greater degree of confidentiality is achieved using nominees.
Political Stability 5-star Excellent. BVI is a UK’s Crown dependency and has enjoyed economic and political stabilities.
Maintenance Cost 5-star One of BVI’s key successes is the fact that it is competitively priced.
Legal System 5-star Based on English legal system.
Regulator 4-star The BVI FSC is an excellent regulator.
Location 5-star BVI is very remote and is not well connected by flights. In addition the islands are battered by typhoon every year so travelling is off limit in some months.
Exchange Control 5-star Very liberal.
Rate of Tax 5-star Zero tax rate.
Double Tax Treaty Access 2-star A few limited tax treaties.
Local Banking Services 3-star A few major international banks have presence
Time Zone 3-star If you are from Asia BVI is not in your convenient time zone which means that calls must be made at odd hours of the evening.
Reputation 5-star Undoubtedly BVI is the most successful IBC jurisdiction, clocking at least 40,000 IBCs a year.

Banking Options

Click the link below to see the banking option we have for BVI Company.

British Virgin Islands Banking Option

Inquiry

How can I get more information on company formation in British Virgin Islands?

Please contact us if you wish to open a company in British Virgin Islands and we will be pleased to discuss your BVI offshore company formation matters in greater detail.

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