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Jurisdictions British Virgin Islands |
Jurisdictions - British Virgin Islands BASIC JURISDICTION INFORMATIONOfficial Name: British Virgin Islands
HISTORY
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| Ordinary Resident and Non-Resident Companies |
International Business Companies (IBCs) | |
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| Minimum Capital Requirements | ORCs and ONCs have no minimum capital requirements. However, government fees increase if the registered capital is above US$50,000. | IBCs have no minimum capital requirements. However, government fees increase if the registered capital is above US$50,000. |
| Shares | Bearer shares are permitted, but they must be deposited with a licensed financial institution. | Shares may be issued for any value or consideration, and may be denominated in any currency. They may be issued with or without par value, but must be fully paid up. Shares can be common, preferred and redeemable. Bearer shares may be issued, and registered shares may be exchanged for bearer shares. |
| Transfer Of Domicile | Domicile may be relocated into or out of the BVI. | Domicile may be relocated into or out of the BVI. |
| Members (Shareholders)/ Directors | ORCs and ONCs must have at least two and no more than 50 members. The only real difference between the two types of companies is in the residency of the directors. More than half of an ORC¡¯s directors must be residents of the BVI, whereas an ONC must have fewer than half of its directors as BVI residents. | The IBC Act imposes very few restrictions on shareholders and directors. An IBC must have at least one of each, and they may be either individuals or corporate entities. There are no residency requirements or nationality restrictions on either directors or members, and their identity need not appear on any public record. |
| Restrictions | Transfer of shares is restricted for both kinds of companies, and they may not invite the public to subscribe to shares or debentures. | An IBC is restricted from conducting business with persons resident in the BVI. It is also prohibited from conducting banking or trust business, insurance or reinsurance business or the business of providing company management services. |
| Reporting Requirements | Every Ordinary Company must file a basic, two-page form each year on the anniversary date of its incorporation. This filing requires disclosure of the names of the company¡¯s current members, directors and officers. | IBCs are not required to file any kind of annual report, nor are they required to submit the names of members, directors or officers. |
International Limited Partnership (ILP)
BVI Limited Partnerships are governed by the Limited Partnerships Act 1996. It is obligatory to nominate a registered agent on formation of a limited partnership, and that agent usually handles the formation process. The rights and limitations of limited partnerships under the Act mirror those of the IBC (see above). However, the Act distinguishes between local and international partnerships: local partnerships may transact local business but are not tax-exempt, while international partnerships are tax-exempt but barred from local business.
The BVI limited partnership legislation was designed to facilitate the use of such vehicles in investment and mutual funds. As is usual in limited partnerships, there are one or more general partners with unlimited liability and management responsibility, while limited partners are liable only to the extent of their capital contributions, and their identity does not need to be disclosed. It is possible for the same person to be both a general and a limited partner in the same partnership. A limited partner¡¯s interest in the partnership is assignable. There are no minimum capital requirements or prescribed debt-equity ratios.
TRUSTS
The Trustee Amendment Act 1993 (the ¡°Amendment Act¡±) updated the original British Virgin Islands Trustee Act (itself
largely based on the English Trustee Act 1925). The Amendment Act introduced a fixed perpetuity period not exceeding
100 years, and has modern ¡®wait-and-see¡¯ provisions to deal with interests that might vest outside the perpetuity period.
The Amendment Act also introduced purpose trusts.
BVI trusts are exempt from registration under the Registration and Records Act, and trustees are exempt from any need
to file annual returns and from any other reporting requirements. The majority of BVI trusts are exempt from all taxes,
provided there are no beneficiaries resident in the BVI, and that the trust does not conduct any business in the BVI or
own any land in the jurisdiction. A trust duty of US$50 is imposed on each trust instrument subject to BVI proper law.
The Amendment Act provided for the appointment of a ¡®protector of trust¡¯, effectively a supervisor of the trustee(s), and
also managing and custodian trustees. A company offering trust services must obtain a license under the Banks and
Trust Companies Act 1990 and conform to various conditions
Worldwide banking facilities are available through the presence in the BVI of large international banks such as Chase Manhattan, Barclays and Bank of Nova Scotia. There are also local banks ¨C BVI International Trust Co. Ltd. and Virgin Islands National Bank. The BVI is a member of the Caribbean Development Bank.
WHY ICS TRUST?ICS TRUST can incorporate International Business Companies, Limited Duration Companies and Exempt Limited Partnerships speedily and seamlessly.
Based in Hong Kong, ICS Trust (Asia) Limited incorporates companies in Hong Kong and most offshore jurisdictions including Anguilla (Caribbean), where one of our affiliates is a registered agent. ICS TRUST is an independently owned, Hong Kong-registered trust company, also licensed as an Investment Advisor by The Hong Kong Securities and Futures Commission. With more than twenty years experience, we are a market leader in helping Entrepreneurs and Multinationals establish and grow their businesses in Asia as well as providing comprehensive TAX, TRUSTS and TRADE services.
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British Virgin Islands Country Information Guide Size: 190K (Main), 168K (Supplement) |