British Virgin Islands Offshore Companies

International Business Company's ("IBC'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 IBC'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.

The British Virgin Islands are a small group of islands in the Caribbean Sea located 60 miles east of Puerto Rico. The BVI has excellent airline connections with Puerto Rico's capital of San Juan, which is a major hub for American Airlines. The BVI financial services industry enjoys the advantages of having responsibility for its internal self-government, while maintaining the political and economic stability associated with being a British Overseas Territory.

The BVI has an independent legal and judicial system based on English Common Law, with a right of final appeal to the Privy Council in London. Policies and legislation are developed in close consultation with the private sector. Offshore business can be carried out in a tax-free environment.

Key Corporate Features
BVI General Information
BVI Company Information
BVI Compliance

Key Corporate Features

BVI General Information

The British Virgin Islands consist of 60 islands and cays having a total land area of 150 sq km. The BVI lies lie to the north west of the United States Virgin Islands and are separated from them by a channel only five kilometres width. The neighbour with the largest land area is Puerto Rico, 96 km to the west. Except for Anegada, which is a flat, coral island with little soil, the Islands are hilly. The BVI's greatest tourist attraction is their superb beaches.

The largest and most heavily populated Island is Tortola, which has about 16.000 inhabitants. The capital, Road Town, is on the southern shore near Sir Francis Drake Channel. Tortola is connected by a bridge to Beef Island. There are a further 4.000 inhabitants who reside on the other islands, 3.500 of which are in Virgin Gorda which is noted primarily for its unusual and interesting scenery and rock formations.

The British Virgin Islands were discovered by Columbus who is said to have been so impressed by their large number that he named them "Las Virgenes" in honour of St. Ursula and her 11.000 attendant virgins. During the 16th and part of the 17th centuries the Islands harboured Dutch and English buccaneers.

In 1672, Britain claimed Tortola. Simultaneously, Denmark asserted her sovereignty over St. Thomas and St. John; then in 1773 Denmark purchased St. Croix from France. The Danish Islands were sold to the United States in 1917 for US$ 25 million. Relations between the United States and British Virgin Islands are good. The British Virgin Islands is an internally self-governing colony with a ministerial system of Government operating under a Constitution adopted in 1967. The Governor, appointed by the Crown, remains responsible for defence and internal security, external affairs, the civil service, the administration of the courts and finance. He continues to reserve the legislative powers necessary for the exercise of his special responsibility. However, on other matters he is normally bound to act in accordance with the advice of the Executive Council. This consists of the Governor as chairman; two ex-officio members (the Attorney General and Financial Secretary); the Chief Minister, appointed by the Governor as the elected member who appears best able to command a majority in the Legislative Council; the Deputy Minister; and two other ministers appointed by the Governor on the advice of the Chief Minister. Elections are held at intervals of not more than five years.

There is an excellent daily air service between the islands and the USA. Cruise ships call in weekly to the islands and there are freight carriers.

The economy, one of the most prosperous in the Caribbean area, is highly dependent on the tourist industry, which generates about 21% of the national income.

In 1985, the Government offered offshore registration to companies wishing to incorporate in the Islands.

The official and spoken language is English.
The currency is the US Dollar.
There is no exchange control.

The type of law is Common Law, based on English Common Law with local modifications and local statutes.

The principal corporate legislation is The Companies Act (Cap. 285) and The International Business Companies Act (Cap. 291).

BVI Company Information

The type of company for international trade and investment is the BVI International Business Company.

The procedure to incorporate is: submission of the Memorandum and Articles of Association and a certificate from the Registered Agent confirming compliance with the requirements of the ordinance.

BVI IBC's can’t trade within the British Virgin Islands or own real estate there. They can’t 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. An IBC can’t offer its shares for sale to the public.

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

The language of legislation and corporate documents is English.
Shelf companies are available.
The minimum time to incorporate: three days.

The following names are forbidden: 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 accompanied by a translation to ensure that the name is not restricted.

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

The following names require 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.

The following suffixes to denote limited liability are permitted: Limited, Corporation, Incorporated, Société Anonyme, Sociedad Anónima or their relevant abbreviations.

There is no disclosure of beneficial ownership to Government Authorities.

BVI Compliance

The normal authorised share capital is US$ 50.000 of a BVI IBC 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 which is fully paid up

The following classes of shares are permitted: registered shares, bearer shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights.

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

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

Companies with an authorised capital up to US$ 50.000 pay a licence fee of US$ 300 per year.

Companies with a share capital more than US$ 50.000 pay the sum of US$ 1.000 per year.

Companies with a share capital that does not exceed US$ 50.000 and having some or all of its shares with no par value pay the sum of US$ 350 per year.

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

BVI company's need only a single director. They may be natural persons or bodies corporate. They may be of any nationality and need not reside in the British Virgin Islands.

A company secretary may be appointed. The company secretary may be a natural person or a body corporate. They can be of any nationality and need not reside in the British Virgin Islands.

The minimum number of shareholders is one.

Contact: info@personaloffice.com