Business Company's ('BC's') are companies incorporated in the British Virgin Islands ('BVI') under the International Business Companies Act, 1984, but whose business is to be conducted outside the BVI, and which may not do business with any person resident in the BVI.

BVI IBC's are a very popular and widely used offshore companies because of their administrative ease, flexibility, taxation exempt status and the fact that they are widely accepted and understood by the international financial community. BVI IBC's may not own real property in the BVI, other than the lease of an office, and may not carry on banking or trust business (unless licensed under the Banks and Trust Companies Act, 1990) or insurance or re-insurance business (unless licensed in the BVI to carry on that business). Otherwise, BVI BC's may engage in any activity that is not illegal under the laws of the BVI subject to any restrictions in their Memorandum of Association.

» Key Corporate Features
» BVI Company Information
» BVI Compliance

Key Corporate Features

	General
	Type of entity:		BC
	Type of law:		Common
	Shelf company availability:		Yes
	Our time to establish a new company:		2 days
	Government fees for a share capital not exceeding US$50,000 :		US$350
	Government fees for a share capital exceeding US$50,001 :		US$1,100
	Corporate taxation:		Nil
	Double taxation treaty access:		No
	Share capital or equivalent
	Standard currency:		US$
	Permitted currencies:		Any
	Minimum paid up:		US$1
	Standard Share capital:		US$50 000
	Directors
	Minimum number:		One
	Local required:		No
	Corporate Directors Permitted:		Yes
	Publicly accessible records:		No
	Location of meetings:		Anywhere
	Shareholders
	Minimum number:		One
	Publicly accessible records:		No
	Location of meetings:		Anywhere
	Company Secretary
	Required:		Optional
	Local or qualified:		No
	Accounts
	Requirement to prepare:		Yes
	Audit requirements:		No
	Requirement to file accounts:		No
	Publicly accessible accounts:		No
	Other
	Requirement to file annual return:		No
	Change in domicile permitted:		Yes

» Procedure to Incorporate

Submission of the Memorandum and Articles of Association and a Certificate from the Registered Agent confirming compliance with the requirements of the ordinance.

» Restrictions on Trading

Cannot trade within the British Virgin Islands or own real estate there. Cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship, the rendering of investment advice or any other activity that would suggest an association with the banking or insurance industries. Cannot offer its shares for sale to the public.

» Powers of Company

A company incorporated in the British Virgin Islands has the same powers as a natural person.

» Language of Legislation and Corporate Documents

English.

» Shelf Companies Available

Yes.

» Time to Incorporate

Two days.

» Name Restrictions

Any name that is identical or similar to an existing company, or any name that suggests the patronage of the Royal Family or the Government of the British Virgin Islands.

» Language of Name

Latin Alphabet. Any name in a language other than English must be accompanies by a translation to ensure that the name is not restricted.  

» Registered Office Required

Yes, must be maintained in the British Virgin Islands, and must be maintained at the office of a licensed management company.

» Names Requiring Consent or Licence

Bank, building society, savings, loans, insurance, assurance, reinsurance, fund management, investment fund, trust, trustees, Chamber of Commerce, university, municipal or their foreign language equivalents.

» Suffixes to Denote Limited Liability

Limited, Corporation, Incorporated, Société Anonyme, Sociedad Anónima or their relevant abbreviations.

» Disclosure of Beneficial Ownership to Authorities

No.

» Share Capital

The normal share capital is US$ 50,000 with all of the shares having a par value, this being the maximum share capital for the minimum duty payable upon incorporation and annually thereafter. The share capital may be expressed in any currency. The minimum issued capital is one share of no par value or one share of par value.

» Classes of Shares Permitted

Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

» Taxation

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

» Double Taxation Agreements

The British Virgin Islands has treaties with Japan and Switzerland, although they have limited benefit and are not applicable to offshore business.

» Licence Fees

• Companies with a share capital up to US$50,000 pay US$350 per year.
• Companies with a share capital more than US$50,001 pay the sum of US$1,100 per year.

» Financial Statements Required

Whilst there is no requirement to file audited accounts with the authorities, a company is required to keep financial records, which reflect the financial position of a company.

» Directors

The minimum number of directors is One. Directors may be natural persons or bodies corporate. They can be of any nationality and need not be resident.

» Company Secretary

A company secretary is not a requirement under the Act, but a secretary is normally appointed to facilitate signing obligations .

» Shareholders

The minimum number of shareholders is one.

Disclaimer

Whilst every effort has been made to ensure that the details contained herein are correct and up-to-date, it does not constitute legal or other professional advice. OCRA Worldwide does not accept any responsibility, legal or otherwise, for any errors or omission.