BVI’s legal system is based on English common law supplemented by local ordinances. No exchange controls or restrictions on the flow of currency in or out of the territory. Taxes are levied on Business Companies with the exception of the annual government license fee of USD350 for companies with the number of authorized shares issued up to 50,000.

Companies that fail to pay their license fee by the due date are subject to penalties, and failure to pay after five months will cause the Company be struck off the Register.

Every BVI company must have a Registered Agent and Registered Office in the BVI, provided by a licensed service provider. Each company must have at least one director, and corporate directors are permitted. However, under the Business Companies (Amendment) Act 2005 or “the New Act”, every newly incorporated company will be required to appoint their first director within 6 months of the date of incorporation.

The original or copy of the Register of Directors must be kept at the office of the Registered Agent but details of the directors do not appear on any public record, although there are provisions for optional filing of this information at the Registry of Corporate Affairs should they be required.

The company should have at least one shareholder, and bearer shares are also allowed. Under the new Act, bearer share certificates have to be held by an approved Custodian. The Register of Shareholders or a copy thereof should be kept at the office of the Registered Agent. Details of the shareholders do not appear on any public record, although there are provisions for optional filing of this information with the Registry of Corporate Affairs if required. For stamp duty reasons, it is advisable to keep the original register in the BVI.

There are no requirements for annual returns, annual meetings or audited accounts.

The BVI has attracted a healthy number of international accounting and law firms. There are at present, relatively few banks or financial institutions. The Registry of Corporate Affairs in the BVI has kept pace with the increasing demand by ramping up its efficiency and embracing technical advancements.

There are no specific statutory provisions governing secrecy in relation to companies. However, statutory filing requirements are minimal and English common law, which applies to the jurisdiction, does impose a duty on professionals to keep the affairs of their clients confidential.