The BVI are a British Dependant Territory composed of over 50 islands, islets and cays located approximately 60 miles (95 kilometers) East of Puerto Rico. It is the leading offshore jurisdiction with over 750,000 offshore companies incorporated since 1984.

Incorporating a British Virgin Islands Company (BVI)

The BVI are a British Dependant Territory composed of over 50 islands, islets and cays located approximately 60 miles (95 kilometers) East of Puerto Rico. It is the leading offshore jurisdiction with over 750,000 offshore companies incorporated since 1984. The Territory is politically stable and has a high level of internal self-government.

Features of a BVI Company

Tax efficiency – exemption from capital gains tax, inheritance tax and death duties.
Full exemption (In BVI) from taxation on any business activity or transaction carried out outside BVI.No requirements for preparing and submitting accounts, filling annual returns.
No foreign exchange control.
Minimum ongoing compliance requirements.
Engagement in any lawful business in any country.
A high degree of confidentiality.
Board meeting can be held anywhere in the world.
Meeting can be held by telephone, email, fax and other telecommunication means.
No requirements to hold annual general meeting.
Directors and shareholders can be either corporations or individuals.
Both corporate entities and physical persons can be company directors, shareholders and secretaries.

Director/Shareholder

Only one director and shareholder required for the company formation. Shareholder(s) and director(s) may be the same person. They can be natural person or a corporate person. There is no requirement of appointing local shareholder(s) and director(s) for BVI companies.

Share Capital Requirement

The normal authorised share capital of a BVI Company is 50,000 shares 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 maximum number of shares that the Company is authorised to issue must be set out in the Memorandum or a statement that the Company is authorised to issue an unlimited number of shares. The share capital may be expressed in any currency.

Articles of Association

The articles of association must be included when the memorandum of association is submitted for registration with the Registrar and therefore are available for inspection by the public. The articles of association prescribe the regulations of the company.

Registered Office and Agent

A business company must have at all times a registered office in the BVI maintained by its own staff or its registered agent. The address of the registered office must be included in the first memorandum of association and is, therefore, available for public inspection. A post office box cannot be used as a registered office.

A business company is required to have a registered agent in the BVI. A registered agent must be licensed to act as such under either the Company Management Act or the Banks and Trust Companies Act, and the agent must also have obtained the approval of the BVI Financial Services Commission to provide registered agent services. Failure to obtain such a licence and approval means the purported agent will cease to be eligible to act as the registered agent of the company. In general, the books and records of the company will be kept at the office of the registered agent. However, the directors have the discretion to keep certain records at a different location inside or outside of the BVI.

Public Records

The names of directors and shareholders do not appear on public record. The only documents that need to be filled at the Companies Registry are the incorporation documents, which include details of the registered office and registered agent. New companies in the BVI have to disclose the business activities of the company. The documents which are filled and available for public inspection are the memorandum and articles of association and the certificate of incorporation.