BVI Company Registration
How to incorporate in BVI
Incorporation Features
To register company in BVI, following submission is required: the Memorandum and Articles of Association and a Certificate from the Registered Agent confirming compliance with the requirements of the ordinance.
British Virgin Island is one of the most preferred offshore locations for company set up in BVI for entrepreneurs looking for tax breaks in setting up a business.
Incorporating a company in the British Virgin Islands (BVI) is also a popular choice for international business due to its tax neutrality, flexible corporate structure, and privacy features.
We have the most experienced team that handles all the features and steps of incorporating and setting up a company in BVI. We make sure that the entire process is smooth and convenient for your business.
Restrictions on Business Activities
Companies incorporated in the British Virgin Islands (BVI) are prohibited from conducting business within the territory or owning real estate there. They are also not permitted to engage in activities related to banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust services, trusteeship, or investment advisory services, or any activity that may imply a connection with the banking or insurance sectors. Additionally, public offerings of shares are not allowed.
Company Powers
A BVI-incorporated company possesses the same legal powers as a natural person, allowing it to undertake a broad range of lawful activities internationally.
Language of Legislation and Corporate Documentation
All legislation and corporate documents in the BVI are prepared in English.
Company Name Regulations
Prohibited Names: Names that are identical or deceptively similar to existing entities, or that imply affiliation with the British Royal Family or the Government of the BVI, are restricted.
- Restricted Words: The use of terms such as Bank, Building Society, Insurance, Trust, University, Municipal, Chamber of Commerce, and their foreign language equivalents, require prior approval or licensing.
- Name Language: Names must use the Latin alphabet. If a name is in a language other than English, an English translation must be provided to ensure it does not include restricted terms.
- Allowed Suffixes: To denote limited liability, the following suffixes are permissible: Limited, Corporation, Incorporated, Société
Anonyme, Sociedad Anónima, or their respective abbreviations.
Shelf Companies
We offer a selection of ready-made (shelf) companies, available since 2015, for clients who prefer a quicker setup process.
Registered Office Requirement
Every BVI company must have a registered office located in the British Virgin Islands, which must be maintained at the premises of a licensed management firm.
Beneficial Ownership Disclosure
In compliance with the Beneficial Ownership Secure Search System Act, 2017, registered agents are required to maintain a private database (RA Database) of all corporate and legal entities they represent. This database is accessible only to authorized BVI government authorities through the BOSS (Beneficial Ownership Secure Search) system, ensuring secure and confidential access to beneficial ownership information.
BVI Company Formation
Terms and Procedures
Types of BVI Companies
The most commonly incorporated company in BVI is the Business Company (BC) under the BVI Business Companies Act, 2004.
Other frequently used types include:
- Limited Partnership
- Companies Limited By Guarantee (with or without shares)
Key Features of a BVI Business Company
- No corporate tax on income or capital gains.
- No requirement to file annual financial statements or tax returns (though accounting records must be kept).
- Confidentiality – Shareholder and director information is not publicly available.
- Fast incorporation process (as little as 1–2 business days).
- No minimum capital requirement.
- Can be formed with one director and one shareholder, who can be the same person and can be individuals or corporate entities.
Incorporation Procedure
Step 1
Choose a Name
Must be unique and end with a suffix like “Ltd”, “Corp”, “Inc”, etc.
Names including restricted words (e.g., “Bank”, “Trust”, “Insurance”) require additional licensing.
Step 2
Contract a Registered Agent
BVI law requires that all companies must incorporate through a licensed registered agent in the BVI.
The agent handles incorporation and provides a registered office in the BVI.
Step 3
Prepare and Submit Documents
Key documents include:
Memorandum and Articles of Association
Identification documents of directors and shareholders (passport, utility bill, etc.)
Application forms provided by the registered agent
KYC (Know Your Customer) and AML (Anti-Money Laundering) documentation
Step 4
Government Approval and Incorporation Certificate
The registered agent files the documents with the BVI Financial Services Commission (FSC).
Once approved, the FSC issues a Certificate of Incorporation.
Post-Incorporation Requirements
Director Appointment – Within 30 days of incorporation.
Register of Directors – Must be filed with the FSC (confidential, but penalties apply for non-compliance).
Maintain records – Accounting records and minutes of meetings must be kept for 5 years.
Annual fees – Due each year to maintain good standing (based on share capital).
Economic Substance Requirements – May apply if the company conducts certain activities (e.g., finance, banking, shipping, etc.).
Opening a Bank Account
Can be challenging due to international banking regulations.
Banks usually require a business plan, proof of funds, and detailed beneficial ownership information.
Atrium has protocols with local standard Banks, which will make the process more simple and faster.
Advantages of BVI Incorporation
Internationally recognized jurisdiction
Political and economic stability
Flexible corporate structure
No foreign exchange controls
Ideal for holding companies, asset protection, and international trading
incorporate company bvi
