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British Virgin Islands [BVI]

Offshore company - the International Business Company [IBC]

Enjoying a prosperous economy and stable government the British Virgin Islands has offered registration for offshore companies since the mid-80s and has become one of the most popular, well regulated Caribbean jurisdictions. The BVI International Business Company is very straightforward to incorporate and requires minimum on-going administration, whilst providing privacy, asset protection and limited liability associated with an offshore company.

The features of a BVI International Business Company are:

Language - English
No public disclosure of Directors or Shareholders
No requirement for a Company Secretary
No requirement to file annual audited accounts but financial records must be kept
Only one director and one shareholder required; both may be the same natural person or corporate entity.
No tax or stamp duty is payable to the BVI authorities for an offshore company.
Several classes of share permitted: Registered, Bearer, Preference, Redeemable, share with or without Voting Rights, share of no par value
Normal authorised share capital is US$100,000 with all shares having par value of $1. Minimum issued capital is one share to establish ownership. (The phrase "US$100,000 authorised share capital" simply indicates the total value of shares which the company is permitted to issue; the only capital which is paid in to the company would be for shares actually issued.)
Share capital may be expressed in any currency.
Ownership of shares in an International Business Company may be settled into a Trust (see section on Trusts in our "Why Go Offshore" page)
IBCs may not trade or own property within the BVI, nor undertake the business of assurance, banking, insurance, reinsurance, fund management, trust management, trusteeship, collective investment schemes or giving of investment advice.
Company names need to be pre-approved for availability and acceptability (there are several excluded words) and must end with the words Limited, Corporation, Incorporated, Sociètè Anonyme, Sociedad Anonima or relevant abbreviations.

The incorporation pack for an International Business Company includes:

Certificate of Incorporation
Three copies of the Memorandum and Articles of Association, two of which bear the official stamp of the Registrar of Companies
The Sole Subscriber Resolution appointing the First Directors of the Company
The first Director's Minutes
Registered Share Certificates
A Share Register
A Corporate Requirements Checklist
Corporate Seal with handle
Delivery from the BVI to the UK by Courier

Incorporation normally takes 24 hr. The documents arrive in the UK a few days later, though the company name may normally be used as soon as incorporation is confirmed.

There are Optional Additional Services available, for instance appointing a BVI director. This is not a statutory requirement, but in some circumstances may be desirable to demonstrate the "effective control and management" of a company being offshore.

Bearer shares are permitted with a BVI company or the alternative is that we are able to arrange for a nominee shareholder. We are also able to arrange for the Share Certificate to be held in safe custody in the British Virgin Islands, if this is required. Mail and fax forwarding are also additional services which can be arranged.

To establish a Trust

We are able to arrange for the establishment of a Trust in the British Virgin Islands and in The Isle of Man in which to settle the shares of a company or other assets.

To establish an Offshore Bank Account

We are also able to arrange a suitable introduction for a bank account for the company if this is required. However, it is difficult to establish a bank account where a company has issued bearer shares and banks will normally require the company to issue a corporate resolution to the effect that it will never exercise it's option to issue bearer shares.

About the British Virgin Islands

The British Virgin Islands are a group of islands in the Caribbean the largest of which, Tortola, has about 18,000 inhabitants. The Islands are an internally self governing British Crown Dependency whose legal system is based on English Common Law.

Further information

Please get in touch with us if you have any questions, or would like to discuss incorporating in the British Virgin Islands, or would like us to send you a Company Proposal Form and full details of Fees. Click on this link: Offshore Company Enquiry Form

All incorporation and banking matters are handled personally by one of our directors to ensure absolute confidentiality, and we offer guidance and assistance with every part of the procedure and completion of documents and application forms.

Please note, we do not give tax or legal advice. It is advisable that clients seek professional advice on the possible tax implications deriving from their particular place of domicile if they have any queries in this regard.

www.jaygaltd.co.uk