BRITISH
VIRGIN ISLANDS (BVI) - IBC
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Principal Corporate Legislation
The Companies Act (Cap. 285) and The International Business Companies
Act (Cap. 291).
Type of Law
Common Law, based on English Common Law with local modifications and
local statutes.
Type
of company for International Trade and Investment
The BVI International Business Company
Procedure
to Incorporate
Submission of the Memorandum and Articles of Association and a Certificate
from the Registered Agent confirming compliance with the requirements
of the ordinance.
Restrictions
on Trading
BVI IBC's Cannot trade within the British Virgin Islands or own real
estate there. Cannot undertake the business of banking, insurance, assurance,
reinsurance, fund management, collective investment schemes, trust management,
trusteeship, the rendering of investment advice or any other activity
that would suggest an association with the banking or insurance industries.
Cannot offer its shares for sale to the public.
Powers
of Company
A company incorporated in the British Virgin Islands has the same powers
as a natural person.
Language
of Legislation and Corporate Documents
English.
Shelf
Companies Available
Yes.
Time
to Incorporate
One day.
Name
Restrictions
Any name that is identical or similar to an existing company, or any
name that suggests the patronage of the Royal Family or the Government
of the British Virgin Islands.
Language
of Name
Latin Alphabet. Any name in a language other than English must be accompanied
by a translation to ensure that the name is not restricted.
Registered
Office Required
Yes, must be maintained in the British Virgin Islands, and must be maintained
at the office of a licensed management company.
Names
Requiring Consent or License
Bank, building society, savings, loans, insurance, assurance, reinsurance,
fund management, investment fund, trust, trustees, Chamber of Commerce,
university, municipal or their foreign language equivalents.
Suffixes
to Denote
Limited Liability Limited, Corporation, Incorporated, Société Anonyme,
Sociedad Anónima or their relevant abbreviations.
Disclosure
of Beneficial Ownership to Government Authorities
No.
Compliance
Authorized and Issued Share Capital
The normal authorized share capital is US$ 50,000 of a BVI IBC with
all of the shares having a par value, this being the maximum share capital
for the minimum duty payable upon incorporation and annually thereafter.
The share capital may be expressed in any currency. The minimum issued
capital is one share of no par value or one share of par value.
Classes
of Shares Permitted
Registered shares, bearer shares, shares of no par value, preference
shares, redeemable shares and shares with or without voting rights.
Taxation
An International Business Company does not pay any tax on its world-wide
profits to the British Virgin Islands authorities.
Double
Taxation Agreements
The British Virgin Islands has treaties with Japan and Switzerland,
although they have limited benefit and are not applicable to offshore
business.
License
Fees
Companies with an authorized capital up to US$ 50,000 pay US$ 350 per
year. Companies with a share capital more than US$ 50,001 pay the sum
of US$ 1,100 per year. Companies with a share capital that does not
exceed US$ 50,000 and having some or all of its shares with no par value
pay the sum of US$ 420 per year.
Directors
BVI company's need only a single director. They may be natural persons
or bodies corporate. They may be of any nationality and need not reside
in the British Virgin Islands.
Company
Secretary
A company secretary may be appointed. The company secretary may be a
natural person or a body corporate. They can be of any nationality and
need not reside in the British Virgin Islands.
Shareholders
The minimum number of shareholders is one.
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