Business registration guide to set up a company in BVI

BVI is one of the most popular offshore jurisdictions in the world.  BVI Business Companies Act 2004 is the legal framework governing company formation, regulation, and other incorporation-related activities in the British Virgin Islands.

Benefits of the BVI tax regime include no inheritance tax, no capital tax, and no corporate IT. Despite this, BVI has a strong legal system that can assist in protecting a business’s assets against lawsuits and other threats. Furthermore, because there is no public registry of directors or shareholders, the BVI provides businesses and their shareholders with a high level of privacy and confidentiality.

Types of corporate structures available in BVI

  • Company limited by shares

This is the most common type of business registered in the British Virgin Islands. A company limited by shares, as the name suggests, issues shares, and the liabilities of its members are distinct from the company’s debts and liabilities. Shareholders of such a company own its shares.

●      Company limited by guarantee

Non-profit organizations usually choose this kind of corporate structure.  There are two ways in which a business can register a company limited by guarantee under section 5 of the BVI Business Companies Act.

A corporation limited by guarantee that isn’t allowed to issue shares

An authorized company limited by guarantee with the power to issue shares.

The guarantee member’s liability to the company is restricted to the amount specified in the memorandum, any other liability specifically mentioned in the company’s MOA or AOA, and any liability related to repayment of distribution if the company fails the solvency test.

It should be noted that these liabilities are restricted to the amount specified in the memorandum and would apply in the event of a voluntary or insolvent liquidation as per the laws.

●     Unlimited company

  • An unlimited company authorized to issue shares

The business can issue an unlimited number of shares.  Unless specified otherwise by the MOA or AOA, the unlimited member may also be a shareholder and may cast one vote.

  • The unlimited company is not authorized to issue shares

The unlimited company cannot issue shares; as a result, none of its members are considered shareholders. The BVI Business Companies Act states that an unlimited company that isn’t allowed to issue shares needs to submit its annual report using the format that its directors have approved.

Documents required for BVI company registration

  • I filled out and signed the application form
  • Memorandum of Association (MOA)
  • Business plan
  • Articles of Association (AOA)
  • Proof of identity of company directors and shareholders
  • Registered addresses of company directors and shareholders
  • Registration fee

The process of registering a company in BVI

  • Select a company name

Choosing a name for your business is the first step in the BVI company registration process. The chosen company name should be original, and the name of another BVI-registered business cannot be used.

●      Select the company structure

You must decide on the corporate structure, whether your company will be a business corporation or an LLC. The number of directors and shareholders for your business must also be determined.

  • Appoint a registered agent

All BVI corporations are required to appoint a registered representative within the territory. The registered representative, who must be a BVI resident, will act as the firm’s representative.

  • Submit the required documents and pay the fees

You must submit the necessary documents for company registration to the Registrar of Companies. The list of required documents is listed above.

To complete the registration process, you have to make the. Depending on your firm’s size and class, the fee may vary.

  • Get the certificate of registration

A certificate of registration will be issued to you once your firm is enlisted. This certificate serves as proof that your business is registered and has the right to do business in the British Virgin Islands.

Latest articles

Related articles