Charles Russell Solicitors - British Virgin Islands

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BVI Introduction	Team
BVI Services	Registration Form

Ian Cooke works with banks, corporates and law firms on transactions with BVI business companies. Private client and trusts specialists Catriona Syed and Sonal Thakrar also represent clients on BVI-related matters. Assistance on mutual funds and corporate advisory matters are key features of the unit.

(Chambers UK 2006: A Client's Guide to the Legal Profession)

British Virgin Islands
Basic Features of a Business Company ("BC")"

•	Confidentiality of directors and shareholders under the incorporating laws;
•	No public requirement to prepare, file or have accounts audited;
•	No requirement to disclose beneficial owners to any government or other authority (the registered agent would require the names, copy passport and utility bills of the beneficial owners for its corporate file);
•	No requirement to file annual returns/financial statements;
•	No requirement to hold annual general meetings of shareholders or directors;
•	Seven types of companies available;
•	Full BVI exemption from corporate taxes;
•	Speedy incorporation procedures/simple ongoing administration;
•	Reasonable formation and maintenance costs and fees;
•	Complete business privacy and confidentiality;
•	No requirement to state the objects or purpose in the Memorandum and Articles;
•	Only require to state maximum number of shares to be issued;
•	No requirement to issue shares with par value of shares;
•	Minimum registration fee on capital;
•	BCs may issue shares in one or more currencies;
•	BCs may engage in any lawful business in any country and may carry on transactions in whatever currencies they choose;
•	Mortgages and charges over shares are possible;
•	BCs need not have more than one director;
•	The shareholders, directors and other officers may be of any nationality and may be residents of any country;
•	Neither the directors nor the other officers need to be shareholders;
•	Directors and/or officers can be either corporate entities or natural persons;
•	There is no requirement to register publicly initial or ongoing changes in directors and/or officers;
•	Shareholders and/or directors may hold their meetings in any country and may attend such meetings by proxy;
•	The accounting books of the company may be kept at the registered office of the company or elsewhere;
•	The words "Limited", "Ltd", "Inc." " S.A." may be issued in any BC's name and available the use of foreign characters in the name is also allowed;
•	Confidence in integrity of incorporation documents (Memorandum and Articles of Association, Certificate of Incorporation) because BVI law is based on English Law;
•	Use of "Apostille" should documentation need to be legalised;
•	Incorporation documents may be drafted in any language if there is a translation into English.

A Business Company functions as an ordinary company through its Board of Directors: There is no limitation on the business that BC may carry out within or outside the BVI.

The following business require additional authorisation from the BVI Financial Services Commission;

•	Carry on banking or trust business, unless it is licensed under the Banks and Trust Companies Act 1990;
•	Carry on business as an insurance or reinsurance company, insurance agent or insurance broker, unless it is licensed under an enactment authorising it to carry on that business;
•	Carry on the business of company management unless it is licensed under the Company Management Act 1990; or
•	Carry on the business of providing the registered office or the registered agent for companies incorporated in the British Virgin Islands.

Charles Russell LLP
September 2006