The British Virgin Islands is well known as a major financial hub with multiple benefits for offshore company registration. In today’s article, let LNT Consulting LLC share the comprehensive guide for BVI incorporation so that you can make informed decisions for your business.
Why setup an offshore company in BVI?
With favorable tax law within a strong regulatory framework, confidentiality & privacy, and simple annual compliance obligations makes the BVI an attractive jurisdiction for offshore company formation. Below are the main reasons why you should choose BVI for company registration rather than other offshore countries.
– Preference tax: In BVI, there are no corporate taxes levied for foreign sourced income. Business Companies (BC) will be excluded on taxation from capital gains, customs duties, sales, profits, inheritances, dividends, interests and royalties.
– High level of confidentiality: BVI has stringent privacy safeguards and as such, the company’s and owner’s information are not accessible to the public. However, all companies registered in BVI, for now, must report the information of directors and beneficial owners. This information has to be uploaded by the registered agent onto a confidential secure database, which is only accessible by competent regulatory authorities.
– Minimum business requirements: People who open a BVI company are not burdened with overloaded duties to ongoing compliance corporate requirements.
- No requirements for accounting and auditing
- No need to keep financial records in the registered office in BVI
- No need to hold the annual general meeting of the boards of directors
- No need to appoint a local company member like Singapore company does
- Only required to renew the company at the anniversary date, file Economic Substance and annual returns.
– Easy company registration: The procedure for setting up a BVI company is simple, remote and only takes 2-3 business days which are the key benefits compared with a variety of other offshore countries like Mauritius, Cyprus or Bahamas.
Common type of BVI Offshore Company
Business Company (BC) or Limited Company by Shares is the most common type of business that is registered in BVI. Below is the key feature of BCs for your consideration:
- Must have at least one director, one shareholder and one ultimate beneficial owner (UBO) who can be the same person. 100% foreigners are accepted.
- Directors mainly manage the day to day affairs
- Able to issue shares, the holders of which are its shareholders (owners)
- Shareholders enjoy the separate legal personality, it means that their liability is generally limited to the amount (if any) unpaid on shares held.
- No minimum share capital requirements based on the BVI laws
Procedure for BVI company registration
Step 01: Choosing the optimal company structure
It’s important to seek consultant advice and choose the appropriate business structure. Based on your company’s goals, we will guide you on how to set up the correct structure and maintain it effectively every year.
Step 02: Select the registered agent and reserve company name
While BC in BVI does not require for a local director, BVI law requires all companies to be registered through a BVI-licensed registered agent who will handle the incorporation process filing with the BVI Registry and act as the main point of contact. Rest assured that if you use LNT services, the licensed registered agent and local address is already included in our fee (All-in-one service).
One of the important step is choosing the company name. You can choose any name you want, then, let us know and we shall check if this one is available to use. If yes, it will be reserved first within 7 business days. As a BC in BVI, the suffix name can be: Limited, Ltd., Inc., Corp….etc
Step 03: Documents preparation and Submission
The applicants must submit below documents for BVI company registration:
3.1. Individual:
- Notarized passports (scanned copies)
- Notarized address proofs (scanned copies)
- Background information with job experiences (Resume – CV/LinkedIn)
- Contact information in details (email and phone number)
3.2. Corporate shareholder
- Notarized Certificate of Incorporation/Business Profile
- Notarized M&A (Memorandum & Article of Association)
- The Certificate of Incumbency or Certificate of Good Standing if the offshore company was incorporated in more than 1 year
- Business activities (website, products/services, target customers, operating countries)
- Personal KYC documents of all directors and shareholders
Then, submit all documents above, confirm the company structure along with the completed application forms to the licensed agent.
Step 04: Due diligence compliance check
The compliance and risk management team will screen for all the applications, make sure that everything is clear to proceed. Additional supporting documents may be required depending on a case by case basis for verification purposes, including but not limited to:
- Source of fund declaration (bank statements)
- Declaration form on the business activity
- Due diligence form
After passing the compliance check, LNT Consulting will register your company with the BVI companies registration office.
Step 05: Successful BVI company formation
Once the company is incorporated, the BVI Registry will issue the below corporate documents:
- Certificate of Incorporation
- Memorandum of Association
- Article of Association
- Stamp Register of Directors
Other internal documents will need to be signed and submitted to the BVI Registry within 21 business days to avoid the penalty fee for late filing.
Conclusion: Registering a BVI company involves several steps and legal requirements. While it’s possible to register a BVI company independently, engaging a consulting firm can provide significant advantages in terms of expertise, efficiency, and compliance. These firms streamline the process, ensure all legal requirements are met, and offer ongoing support, making it a worthwhile investment for those unfamiliar with the intricacies of BVI company registration.
Disclaimer: Although LNT Consulting endeavors to provide timely and accurate information on this website, the content is intended for reference purposes only. The information presented in this article should not be considered a replacement for qualified legal advice. Should you need personalized instructions on your case, we highly recommend that you should reach out to LNT’s customer services.
