Major Forms of Legal and Business Presence

If an opportunity of founding a business in the British Virgin Islands appears to be favourable to you, this can be done in one of these basic forms:

•    Business Company Limited by Shares – a legal person where the financial responsibility of its shareholders is limited to the amount unpaid on the shares held by them. Also, such an enterprise is legally separated from its shareholders. There are no restrictions concerning the nationality of founders. The enterprise is usually used for holding activities, trading. e-commerce, trusts, etc. To form this entity, at least one shareholder and one director are required (this can be the same person). There are no strict demands concerning authorized capital. Still, the standard amount constitutes USD 50,000 (50 000 shares, USD 1 each). At least one share has to be paid up. This body corporate ensures a high level of privacy for its beneficiaries.

•    Partnership - a business option that unites two or more persons who jointly conduct business and are severely liable for its results. The cooperation is based on the partnership agreement.

•    Limited Partnership - an option for doing business that is based on the partnership agreement and that is not a body corporate. It is designated for carrying out any lawful business activity provided that it should have (i) one or more general partners whose financial responsibility is not restricted in any way but who manage the joint business conducted by this limited partnership, and (ii) one or more limited partners whose liabilities are restricted to the amounts of the contributions made or committed but unpaid. Natural and legal persons, as well as partnerships, may be partners of the BVI limited partnership. This limited partnership should have a registered agent at any time of its existence. The registration of the limited partnership is required by the law.

•    Branch - an option applicable to a foreign company that intends to carry out its business activities in the BVI territory (have its “place of business”). This can be lawfully carried out only after completing registration. Such an overseas company shall have at all times its registered agent in the BVI. The details of registered overseas enterprises are entered in the Register of Foreign Companies.

Registration Requirements and Steps

If you are going to incorporate a company in BVI, you may need preliminary pass these business-establishing steps:

1.    Identify key business objectives you are going to realize through the BVI enterprise.

2.    Choose, verify, and reserve a business name for a future entirety.

3.    Gather details about prospective founders, beneficiary owners, managers, and agents of a legal person that will be incorporated in the BVI.

4.    Arrange a registered address for an enterprise.

5.    Forming a statutory capital for a prospective legal person.

6.    Draft and formalize statutory documents for a legal person.

7.    Lodge the package of compulsory documents to the registrar.

8.    Registration for tax and social security purposes.

9.    Getting licenses and special permits (required for certain types of regulated business activities).

The concrete registration procedure may slightly vary depending on the case. Our layers are ready to guide you on the peculiarities of such registration in your concrete case.

Legal and Regulatory Framework

The local legislation is very flexible in terms of the founding and further maintenance of a business. It is based on English common law. The registration procedure is rather simple and straightforward, without excessive bureaucratic formalities. According to the law, company registration in the British Virgin Islands provides you access to the developed infrastructure and construction of mutually beneficial relations with OECD and FATF. A mandatory requirement is the presence of a registered agent in the BVI. Non-residents may rent the property, purchase is prohibited. The offshore zone of the British Virgin Islands provides the appointment of director and shareholder. It may be legal entities/individuals, different or the same person in two roles.

The major legal act regulating the process of establishing and operating a business in the BVI is the BVI Business Companies Act and the Limited Partnership Act. The principal state regulatory authority in the field of running a business is the Financial Services Commission that includes the Registry of Corporate Affairs.

Advantages of the Jurisdiction

Incorporation of a company in the British Virgin Islands may be promising in view of these potential benefits the jurisdiction offers:

•    economic and political stability;

•    good reputation;

•    high level of security and confidentiality;

•    opportunity of using nominee services;

•    simple registration procedure;

•    highly advantageous tax conditions;

•    no obligations to make auditing;

•    existence of various options to buy a ready-made company or found a new one;

•    opportunity to re-register a company in other offshore jurisdictions.

BVI Tax System

Establishing a company in the British Virgin Islands may be beneficial taking into account these basic tax highlights:

•    Corporate income tax – not applicable (N/A)

•    Personal income tax – 0%

•    Value-added tax – N/A

•    Withholding tax (for dividends, interests, and royalties) – N/A

•    Capital gains tax – N/A