Viewpoints

Power to Allot Shares Subject to any limitations or provisions to the contrary in its memorandum or articles, the unissued shares and treasury shares of a company incorporated under IBC Act (International Business Companies Act 1984) shall be at the disposal of the directors who may, without limiting or affecting any rights previously conferred on the holders of any existing shares or class or series of shares, offer, allot, grant options over or otherwise dispose of shares to such persons, at such times and upon such terms as the company may, by resolution of directors, determine.   Shares to be Fully Paid No share in a company incorporated under IBC Act may be issued until the consideration in respect of the share is fully paid, and when issued the share is for all purposes fully paid and non-assessable save that a share issued for a promissory note or other written […]

Memorandum of Association of a BVI Company The Memorandum of Association of a BVI business company must include: the name of the company; the address within the British Virgin Islands of the registered office of the company; the name and address within the British Virgin Islands of the registered agent of the company; the objects or purposes for which the company is to be incorporated; the currency in which shares in the company shall be issued; a statement of the authorized capital of the company setting forth the aggregate of the par value of all shares with par value that the company is authorized to issue and the amount, if any, to be represented by shares without par value that the company is authorized to issue. A statement of the number of classes and series of shares, the number of shares of each such class and series and the par […]

There are restrictions on what types of words you can use in a company name. See “restrictions” and BVI Restricted Words. No company can be incorporated which has a name which is identical to another company incorporated in the British Virgin Islands or so closely resembles the name that it could be deceptive or mixed up. Possible endings:   The name of the company must include one of the following words or its abbreviation: Word Abbreviated form Limited Ltd. Corporation Corp. Incorporated Inc. Societe Anonyme or Sociedad Anonima S.A. Possible words to use in the name:   If you wanted to use the name Blue Mountains, Inc., it’s quite possible that the name is not available because there is already a company with that name registered in the British Virgin Islands.? In order to avoid your name being rejected because it is identical to another name, you might consider using […]

GENERAL INFORMATION The British Virgin Islands are a British dependency located in the Eastern Caribbean, about 80 kilometers East of Puerto Rico. English is the official language and the official currency is the United States Dollar. The Government is stable and promises to remain that way. There is good commercial and professional infrastructure and the Government is actively encouraging the development of the offshore finance business and has now upgraded the Companies Registry by installing state of the art technology. The International Business Companies Act was passed in 1984 and created the International Business Company (IBC) which is the preferred offshore company vehicle. In recent years the BVI has become extremely popular, particularly in the Far East region, due to the extensive marketing of the jurisdiction particularly by lawyers who moved from Panama during the Noriega regime and set up offices in the BVI. FEATURES OF BRITISH VIRGIN ISLANDS COMPANY […]

The British Virgin Islands, by virtue of its double tax treaties, was a financial centre long before the enactment of the International Business Companies Act in 1984 (replaced by BVI Business Act 2004). In 1984 the Territorial Government enacted legislation to enable the jurisdiction to meet the increasing demands of the international financial community. The cornerstone of the corporate legislation is the International Business Companies Act, 1984. This legislation has proved so popular with the international financial community that the British Virgin Islands is now one of the world’s pre-eminent offshore financial centres. In keeping with its role as one of the world’s pre-eminent financial centres, the Territorial Government has also been conscious of the need to provide the international financial community with a broader legal framework within which to provide offshore financial services. A legislative review programme was undertaken which has seen the amendment in 1993 of the Trustee […]

A Long and Eventful History   The British Virgin Islands are well known in historical terms, both as a stop-over point for ships on their way to and from Europe and ‘The New World’ and as a haven for pirates, preying on those same ships throughout the latter half of the 17th century and the early part of the 18th century. The multitude of small cays and hidden coves scattered about a jewel-like sea made the islands an ideal base for those intent on mischief. Perhaps the most famous, many would say infamous, of those pirates was the British renegade Sir Henry Morgan, well known for hating not only the Spanish but the sight of both taxes and tax collectors. Maybe we can thank Sir Henry after all, could it be that the origins of the BVI’s present day ‘offshore’ status lie back with him?   Not only did those […]

The Practicalities: what is a TIEA? A Tax Information Exchange Agreement (TIEA) is a bilateral agreement that has been negotiated and signed between two countries to establish a formal regime for the exchange of information relating to civil and criminal tax matters.   How does the BVI enter into a TIEA? The BVI either approaches a country, or is approached directly by a country, to enter discussions to conclude a TIEA. TIEAs are negotiated on the BVI’s behalf by a team of officials from the International Finance Centre, the Ministry of Finance, the Inland Revenue Department and the Attorney General’s Office, with ongoing representation from the Financial Services Commission. Once the agreements are agreed in draft form, they are considered at official level for approval by the BVI Cabinet. Once the relevant constitutional arrangements and approval processes have taken place in both countries, a ceremony takes place where the formal […]