BVI The BVI Business Company, or BVI BC, replaced the old BVI IBC and is what most founders mean when they ask for a BVI Ltd. Our specialists guide its incorporation from the first conversation to a company ready to trade, with the first year already paid for.
Requirements
Here is everything needed to establish a BVI Business Company, and who provides it. Two items are included with us, one is optional, and six are choices we walk you through.
One director is enough and there is no maximum. Directors may live anywhere in the world and a company may serve as one. The Register of Directors is filed with the authorities. A paid company search shows current directors' names only, not their personal details.
The people who ultimately own or control the company are identified before it is formed, looked through every holding company until a person is reached. Their details are filed with the authorities within thirty days and the filing is not public.
No company secretary or other officer is required. The directors may appoint a president, a treasurer or a managing director by resolution when a counterparty expects a title, and a director may hold the office as well.
There is no minimum capital and no minimum paid up amount. The usual setup is up to 50,000 shares, in any currency, with or without par value, in one class or several.
A registered agent in the territory is required at all times. The agent is your channel to the authorities, keeps the registers the law requires, and is the address they write to. It comes with every package.
An address in the territory is required. By law it is the office of the registered agent, so it comes with the agent and you lease nothing. Meetings may be held and records kept anywhere in the world, with the agent told where.
The name must end in Limited, Ltd, Corporation, Corp, Incorporated, Inc or S.A., and must not match or too closely resemble a name already taken. Those endings are why the same company gets called a BVI Ltd, a BVI limited company or a BVI corp. We check availability and reserve the name before anything is lodged.
The memorandum and articles are the company’s constitution: what it may do, the shares it may issue, how directors are appointed and how the members decide. We draft them, the subscriber signs, and they are filed at incorporation.
KYC
Our specialists work with you to gather and organise everything needed from your side, checking each item before it goes anywhere, so the whole process runs without a hitch.
See the full checklistEntity Subtypes
Most people choose the first one, and for most plans it is the right call. The others exist for particular uses, from ring-fenced portfolios to companies with no shares at all. Select a form to see what it is for, or ask our experts and we will point you to it.
Liability limited
This is the BVI company limited by shares, the form almost every BC takes. Members hold shares, and it stands on its own and answers for its own debts.
Liability limited
There is no share capital. Each member promises a fixed sum if the company is wound up, and that promise is the limit of what they can be asked for.
Liability limited
Two kinds of member side by side. Guarantee members promise a sum, shareholders hold capital, and each is liable only for their own part.
Liability unlimited
Shares are issued, but the members' liability for the company's debts has no ceiling. Some home tax systems treat this form as transparent, which is usually why it is chosen.
Liability unlimited
No share capital and no liability shield. There is membership and nothing else, and the members answer for everything.
Added on top of a company limited by shares
A company limited by shares whose memorandum fixes the purposes it may pursue. The restriction cannot be lifted later, which is exactly what its lenders want.
Added on top of a company limited by shares
One company holding several ring-fenced portfolios. The assets and liabilities of each portfolio are kept apart from every other portfolio and from the company's own.
Added on top of a company limited by shares
A company limited by shares formed to act as trustee of one family's trusts, without offering trust services to the public.
Not sure which kind fits? Tell us what the company will do and our experts will name the right one before BVI BC formation starts.
Activities and Usage
One company, many uses, from a BVI holding company above a group to a BVI SPV that owns a single yacht. Pick the activity closest to your plan to see how it works, and we will help you form a BVI corporation built for it.
Open from day one. Nothing to apply for first.
Open with extra steps first. Tell our experts what you have in mind and they will set out exactly what applies.
Off limits, whatever else it does.
Holding
A group trading in three countries has three sets of shareholders to keep aligned and three share transfers to run whenever it changes hands. One parent above them turns all of that into a single point of ownership.
Each operating company below records the parent as the holder of its shares in its Register of Members.
Dividends from every country are paid up to the parent, and the BVI adds no further tax layer of its own.
The buyer takes the parent's shares, so every subsidiary changes hands without a transfer of its own.
Joint venture
Two partners each want the venture on ground they can live with, and neither is willing to sit as a minority under the other's law. A third country belonging to neither of them settles the question.
Each side holds shares directly rather than joining a vehicle formed under the other side's law.
Board seats, veto rights and deadlock are written into the constitution, not left to a side agreement alone.
Disputes go to BVI law and its Commercial Court, chosen by both partners before any money moves.
Trading
A trader buying in one country and selling in another does not want either side's rules following the whole chain, and does not want its supplier and its customer reading each other's terms. The contracts move to a company outside both.
The supplier contracts with the company, and title to the goods passes to it where the goods sit.
The customer is invoiced by the company and pays into its own account.
They ship from supplier to customer directly. Only the contracts and the invoices run through the company.
Investment holding
A family holding shares, funds and property in several countries answers the same set of questions to a different institution each time, and every holding passes on separately. One company gathers them into a single position.
Listed shares, fund units and property abroad are all held in one name.
Holdings in several places are valued, banked and reported together rather than person by person.
The next generation receives shares, and the holdings underneath are never moved.
Intellectual property
When each operating company owns the marks it trades under, the group's rights are scattered across the countries it happens to sell in, and one sale or closure can carry some of them away. Ownership is moved to a single place.
Marks, patents and copyright are transferred to the company and recorded in its name in each country.
Operating companies pay to use the rights under a written agreement priced on arm's length terms.
Selling or closing a subsidiary leaves the portfolio where it is, under the same owner.
Vessel ownership
A yacht carries its flag, its crew contracts and its insurance with it, and selling the vessel itself unpicks all three at once. Owning it through a company keeps them attached to the thing being sold.
The yacht is owned by the company alone, and it sails under the BVI flag, which takes a vessel of any size.
Crew contracts, insurance, berthing and management agreements all name the same owner.
The buyer takes the company, so the flag, the crew contracts and the cover carry on unbroken.
Three all-inclusive packages to incorporate a BVI BC, each with the government fee involved (US$875), the first year and our expert support inside one transparent price. No hidden charges, no surprises later.
Enterprise
For complex structures and ad-hoc requirements. We design and implement sophisticated ownership arrangements and coordinate across jurisdictions, handled by a dedicated project manager.
After Year 1
Your first year is covered by the package above. From year two, one fee a year carries the annual government fee involved (US$550), your registered agent and office, that year's Annual Return and Economic Substance filings, custody of your records, and reminders before each date.
Pros and cons
No vehicle suits every plan, so we set out both sides at the same length: what it does well, and what it will ask of you each year. Our experts will tell you frankly which side weighs more for your situation.
In its favour
Profits, dividends, interest and gains all sit outside the charge. A fixed government fee takes the place of a tax return.
Either may be a person or a company, resident in any country. No local director, no company secretary, no staffed office.
Shareholders and beneficial owners are filed with the authorities, and neither of them appears on a paid company search.
No minimum to subscribe, any currency you choose, several classes, and shares issued with or without a par value attached.
English common law, a Commercial Court in Road Town, and a form that counterparties recognise without a briefing.
To weigh against
Income from abroad arrives with withholding tax already taken at source, and there is no treaty in place to reduce it.
Holding, finance, intellectual property, shipping and distribution report each year, and some must show real activity here.
The government fee, the registered agent, the registered office and the yearly financial return all fall due in a quiet year.
Director names show on a paid company search, owners sit on a filed register, and accounts are exchanged under CRS and FATCA.
Controlled foreign company rules at home can tax the profits as yours, and banks ask more of it than of a local one.
The same company under other flags
Compliance
Here is everything your company must keep doing after BVI Business Company formation, grouped by when it falls due. Twelve of the thirteen duties are handled by our team as part of your annual engagement, and we remind you of the one that is yours.
Registered agent
A registered agent in the territory, from formation until the end.
Registered office
An address in the territory, provided by the agent rather than rented by you.
Statutory registers
Directors, members and beneficial ownership, written up in the week the event happens.
Accounting records
Records and underlying papers kept five years, with the agent told where they are held.
Common seal
A seal is kept, and an imprint of it stays with the registers.
Annual government fee
One fee a year, on the date set by the half of the year of formation.
Economic substance report
Which relevant activities were carried on, and where one is caught, how the test was met.
Annual financial return
A balance sheet and income statement, unaudited, and never on the public file.
Register of Directors
Appointments, resignations and changes to a director’s details, resolved and then filed.
Beneficial ownership
Kept current on the electronic filing system, including a change reached through a parent higher up the chain.
Register of Members
Transfers, allotments and cancellations, written up with the instrument behind each movement.
Amendments to the constitution
A change to the Memorandum or Articles is resolved, then lodged.
Name, agent and office changes
All three take effect when the file is updated, not on the day they were resolved.
How it runs
Every date above is already on our calendar
From formation onwards we hold every date, prepare each filing, and come to you in good time for anything only you can give us. One team, and one place to ask when something changes.
We hold twelve of them, from formation to the day you close it. The only thing we need from you is an answer when we ask for one: the figures behind the annual return, or a confirmation when something changes.
1 to 7
Business days
From the day your checks clear to the day of incorporation.
1 + 1
Shareholder and director
Any nationality, resident anywhere, and they may be the same person.
US$1,499
Packages from
Fixed and quoted upfront, with the government fee involved (US$875) already inside.
You do not have a company yet
The vehicle described on this page, formed from wherever you are. We run the checks, reserve the name, prepare the Memorandum and Articles and hand you the register pack.
You already have a BVI company
Change the registered agent on a company you already own. Name, number and history all carry over untouched.
Neither of those yet?
Your own tax position, your banking, or whether another BVI vehicle suits you better. Answered in writing within one business day, at no charge.
Talk to a specialistFAQ
Straight answers on incorporating with us, and on how it works once it exists. Anything not covered here, ask our experts.
No. Everything can be done from where you live, and nothing has to be signed on the islands. Your identity checks, the Memorandum and Articles and the statutory registers are all handled remotely, with the subscriber signing in the territory on the company's behalf. Meetings may later be held anywhere in the world and records kept wherever you choose, with the registered agent told where. Your corporate kit is couriered to you worldwide.
Everything needed to exist and to run for the first year: the government fee involved (US$875) for up to 50,000 shares, the registered agent and registered office for year one, the Memorandum and Articles, the statutory registers and your digital Certificate of Incorporation. Packages start at US$1,499 and nothing essential is sold as an add-on.
Yes, in the Premium package. It carries bank account opening assistance from start to finish: we screen your eligibility, recommend banks and digital providers suited to your business, prepare and review the application, and liaise with the bank on your behalf, with unlimited applications to both traditional and digital institutions. A dedicated account manager runs the incorporation and the banking side by side. The decision on any account rests with the bank, so we prepare the strongest application rather than promise an outcome.
Very little. There are thirteen ongoing duties, from the yearly government fee involved (US$550) and the annual financial return to the substance report and keeping the registers current. Twelve of them are covered inside your annual engagement with us, from US$1,499 a year. Your part is to answer when we ask, usually for the figures behind the annual return.
Both. Moving it to us is a change of registered agent, priced at US$350, and then from US$1,499 a year for the annual engagement. Its name, number and history stay exactly as they are; only the agent is new. If you would rather close it, we advise on whether voluntary liquidation or striking off fits, prepare the resolutions and paperwork, and manage the process with the authorities on your behalf until it is off the file.
No. BVI law requires every company to be formed through a registered agent on the islands, so there is no form you can send in yourself. What we add on top of that is the part that saves time and mistakes: advice on whether this is the right vehicle, preparation of everything, management of the whole process on your behalf, and a team that stays with you afterwards.
One of each, and they may be the same person. There is no maximum on either. Directors and shareholders may live anywhere in the world and hold any nationality, and no local director is asked for. The first director is appointed within six months of incorporation. Anyone owning or controlling ten percent or more is identified as a beneficial owner and recorded with the authorities within thirty days. Members and beneficial owners sit on private filings, while director names can show on a paid company search.
Yes to both, and either may be resident in any country. A holding company commonly sits as the sole shareholder, and a group member or a professional firm can take the board seat. For a corporate shareholder or director we ask for its own formation papers, Memorandum and Articles, registers of members and a current company search, plus identity papers for the individuals behind it, because beneficial owners are looked through every layer until a person is reached.
Almost everything is open. There is no minimum capital and no minimum paid up amount, so you can start with a single share. Shares may be denominated in any currency, issued with or without a par value, and split across several classes carrying different rights. The usual setup is up to 50,000 shares, which is the band the government fee in every package covers (US$875 at incorporation, US$550 a year after), and authorising more adds US$800. Bearer shares are abolished, so every share has a named holder in the Register of Members.
No to both. The law asks for no company secretary and no other officer, though the directors may appoint a president, treasurer or managing director by resolution when a counterparty expects a title. The only address it must have is a registered office in the territory, which by law is the office of the registered agent, and both come with every package. You lease nothing, employ nobody on the islands, and may hold meetings and keep records anywhere in the world.
The first two, yes; the third does not exist. The BVI international business company was the earlier form, and in the mid-2000s it was replaced so that every company in the territory is now a British Virgin Islands Business Company under one set of rules. Anyone asking for a British Virgin Islands IBC today ends up with a BC of the same shape: one director, one shareholder, resident anywhere, and no local tax. BVI Ltd and BVI corporation are simply the name endings people see. There is no BVI LLC, as the territory has no limited liability company law; the BC limited by shares is the vehicle people mean when they ask for one.
Contact Us
Tell us what you are building before you form a BVI limited company, and our experts will tell you whether it fits, what it costs and what happens next. No obligation.
Hand-picked articles that answer the questions we hear most from people who register a BVI BC and run it.
