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 Company Act (Cap.291), the IBC Act, is a modern piece of corporate law tailored specifically to the needs of international businesses. The Act makes it possible for the administration of an IBC to be undertaken either in the BVI or from another jurisdiction.
Points of Interest/ Advantages
Incorporation under the IBC Act provides the following benefits and features:
- IBC companies are exempt from all BVI taxes and stamp duty (except for registration fees and annual licence fee) even though the administration of an IBC may be from with in the BVI.
- There are no minimum issued share capital requirements.
- An IBC is required to have a Registered Agent and a Registered Office in BVI.
- Both registered and bearer shares can be issued (and converted from one to another)
- Only one shareholder is required.
- Only one director is required. A company may serve as director.
- There are no nationality requirements for directors or shareholders.
- Board meetings of stockholders/directors/officers may be held anywhere in the world and may be conducted by telephone or through electronic means. Circular resolutions are acceptable.
- BVI annual license fee is lower than in many other jurisdictions.
- No public record is kept, of the identity of shareholders or directors.
- Directors have power to protect the assets of the company by transferring them to trustees, another company or legal entities for the benefit of the IBC, its beneficial owners or creditors.
- Registered Agents are authorized to authenticate the signatures of directors, officers, or agent.
- The IBC Ordinance allows that a company incorporated outside the BVI may be redomiciled in the BVI under the “continuation” features of this Ordinance.
- The books and records of the company may be maintained anywhere.
- No-accounts or annual summaries have to be filed with the Government, with the exception of the annual fee form to be completed and filed by the Registered Agent in BVI.
- IBCs may merge or consolidate with BVI or foreign companies where permitted by the law of the country of residence of the foreign company.
HOW TO INCORPORATE AN IBC
Any person (natural or juridical) may singly or jointly with others (in the BVI or elsewhere) incorporate an IBC by subscribing to a Memorandum and Articles of Association. The usual procedure is for a nominee to act as incorporator. Our company, Omegaserve offers the service to act as sole incorporator. When the company is registered, control of the company is passed over to the interested party by appointing as first directors (individual or corporate) those indicated by the client. The directors, in turn, arrange the issuance of shares and take the other decisions to commence business. Service of nominee directors/officers and/or shareholders is available. The length of time required for the corporation to be formed will be approximately five (5) working days from the date in which we receive final instructions.