The British Virgin Island Company

The British Virgin Islands (BVI) is one of the world’s leading financial services sector, thanks to its advanced telecommunications sector, political, social and economic stability and progressive offshore legislation. To date, over 850,000 offshore companies have been incorporated in the BVI.

Incorporating a business company in the BVI is synonymous with incorporating one’s wealth. BVI Business Companies are flexible in their organizational structure and allow persons to conduct different types of business activities. Companies incorporated under the BVI Business Companies Act, 2004 are exempt from corporate, inheritance, capital gains and income taxes. This feature is one of the most important as it allows persons to maximize their earnings without being burdened with numerous taxes. Also, through our partners you can apply for Dominica citizenship by investment program.

All companies that are registered in the BVI are subject to the BVI Business Companies Act, 2004. This Act became effective on January 1, 2005 and replaced the BVI IBC Act, 1984 after a two year transition period from 2005 to 2007 was complete. Whereas the original IBC Act allowed for the registration of only companies limited by shares, under the new business companies act, seven major types of business companies can be incorporated in the BVI. The BVI Business Companies Act was enacted in an attempt to confront the challenges of an ever changing business world and clientele by incorporating the essential and beneficial features of the old IBC Act with new ones, thereby erasing the distinctions that existed between “offshore” and “onshore” companies by placing all BVI registered companies under a sole governing corporate legislation. The business companies act provides for the registration and formation of unlimited companies authorized to issue shares, unlimited companies unauthorized to issue shares, companies limited by guarantee authorized to issue shares, companies limited by guarantee that are not authorized to issue shares and, companies limited by shares, which are the most commonly used business entities.

Under the Act, applications for the registration of a BVI Business Company can only be filed by a registered agent. Registered agents are persons licensed by the relevant BVI authority to provide financial services in the BVI. They correspond with the Registrar on the client’s behalf and follow the necessary steps and procedures to ensure that new BVI companies are incorporated and the necessary formation documents are prepared and delivered to their clients. The basic formation documents include the Certificate of Incorporation and the Memorandum and Articles of Association. The latter must contain the registered agent’s signature in order to be filed with the Registrar of Corporate Affairs in the BVI. The Memorandum of Association contains important information such as the company’s name, the registered agent’s name and address, the registered office’s address and the type of company involved, whether limited by shares, limited by guarantee and not authorized to issue shares or unlimited and not authorized to issue shares, such as the case may be.

Upon receipt of a company’s application to incorporate in the BVI, the Registrar of Companies registers the Memorandum and Articles of Association, allots a unique registration to the company and issues a certificate of incorporation so long as all the necessary requirements for BVI business corporation creation, same as Belize company registration, are satisfied.

A BVI business company is not required to issue all of its shares when incorporating, since shares may be fully or partially issued with a future date set for issuing remaining shares. Hence, for example, a company with an authorized capital of USD $10,000 at USD $1.00 per share that issues 1,000 shares has an issued share capital of USD $1,000. The remaining shares may be issued at a future date at the convenience of the Directors. Also, unlike the IBC Act, 1984, the BVI Business Companies Act does not stipulate a minimum number of shares that a company may issue but sets a maximum number of authorized shares that may be issued.

British Virgin Island registration of offshore and onshore trusts, insurances, banks, mutual funds and International Business Companies (IBC) continues to quadruple as the years go by. BVI registered IBC’s in particular, has may uses – an IBC may be used as a holding or investment company, for trade, professional consultancy and marketing.