This is one of our most popular packages with worldwide customers, and includes: -
The formation of a business company usually takes as little as two to five working days from the time that your application and payment are received by Coddan;
The registration your BVI offshore company from scratch using our registered agent & registered office address; and appoint your own candidates to the roles of director, and a shareholder;
The standard capital on formation is US$50,000 divided into 50,000 shares valued at no par value or US$1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The government and initiation fees for incorporation are included in the price of this package;
The search for business company name availability, confirmation, and reservation;
The preparation and submission of the memorandum and articles of association of your company;
A local registered office address and a local registered agent for 12 months are included in the price of this package (our registered agent & office address service are charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your offshore company: -
An original certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first meeting of the board of directors;
A completed register of directors and shareholders;
An elegant printed share certificates;
A pliers seal.
Premier Package
£ 910.00
Annual Maintenance Fee £805.00
This is another one very popular package with worldwide customers, and includes: -
The formation of a business company usually takes as little as two to five working days from the time that your application and payment are received by Coddan;
The incorporation your BVI offshore company from scratch using our registered agent & registered office address, and appoint your own candidate to the role of a shareholder;
The standard capital on formation is US$50,000 divided into 50,000 shares valued at no par value or US$1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The government and initiation fees for incorporation are included in the price of this package;
The search for business company name availability, confirmation, and reservation;
The preparation and submission of the memorandum and articles of association;
A local registered office address and a local registered agent for 12 months are included in the price of this package (our registered agent & office address service are charged annually);
The provision of a nominee director for one year is also included in the price of this package (our nominee director service is charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your offshore company: -
An original certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first meeting of the board of directors;
A completed register of directors and shareholders;
An elegant printed share certificates;
A pliers seal;
The general power of attorney signed by a nominee director (additional fee applies);
Pre-signed, undated resignation letter from a nominee director;
The agreement for the provision of a nominee service and indemnification of nominee.
Deluxe Package
£ 1,105
Annual Maintenance Fee £1,000
This is our most popular package with international customers, and includes: -
The formation of a business company usually takes as little as two to five working days from the time that your application and payment are received by Coddan;
The registration your BVI offshore company from scratch using our registered agent & registered office address, and appoint our own candidates to the role of a nominee director and a nominee shareholder;
The standard capital on formation is US$50,000 divided into 50,000 shares valued at no par value or US$1.00 each (it is not required to have all of the shares issued, but a minimum of one share must be issued);
The government and initiation fees for incorporation are included in the price of this package;
The search for business company name availability, confirmation, and reservation;
The preparation and submission of the memorandum and articles of association;
A local registered office address and a local registered agent for one year are included in the price of this package (our registered agent & office address service are charged annually);
The provision of a nominee director for 12 months is included in the price of this package (our nominee director service is charged annually);
The provision of a nominee shareholder for 12 months is also included in the price of this package (our nominee shareholder service is charged annually);
To receive an original of the certificate of incorporation from the Companies Registrar usually takes as little as two to three days from the time of incorporation.
The following hard bound copy of corporate documents, will be posted to you upon formation of your offshore company: -
An original certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first meeting of the board of directors;
A completed register of directors and shareholders;
An elegant printed share certificates;
A pliers seal;
Pre-signed, undated letters of resignation from a nominee director and a nominee shareholder;
A general power of attorney signed by a nominee director (additional fee applies);
A declaration of trust from a nominee shareholder;
An indemnity letter for the power of attorney;
A nominee agreement which provides for the indemnification of the nominees.
BVI Offshore Incorporation Legal Requirements
A business company in the British Virgin Islands can trade within the British Virgin Islands or own real estate in the jurisdiction of the BVI.
A business company is required to have a registered office address in the British Virgin Islands.
A company is required to have a registered agent in the British Virgin Islands.
At least one director must be appointed as a managing director of a business company.
There is no maximum number of directors.
A director can be of any nationality.
Director(s) can be corporate bodies (another company, trust or a partnership) or private individuals.
At minimum, one shareholder must be appointed.
Shareholder(s) can be corporate bodies (another company, trust or a partnership) or private individuals.
The same person can be appointed both as a shareholder and a director.
Company officers may be resident outside of the British Virgin Islands.
The names and addresses of directors and shareholders are not available on the public record.
There is no requirement for appointing a resident shareholder or director.
There is no requirement for a resident secretary, but it is advisable.
The minimum paid in and issued capital may be just one share which is fully paid.
Shares can be issued with or without par value.
Shares may be issued in any recognisable currency or in more than one recognizable currency.
A BVI registered business companies do not have an obligation to prepare of file financial accounts. However, records must be kept that are sufficient to show and explain the company\'s transactions; and will, at any time, enable the financial position of the company to be determined with reasonable accuracy.
A BVI business company is exempt from the BVI income tax, the same exemption applies to all dividends, interest, rents, royalties, compensations and other amounts paid by a company, and all capital gains realised with respect to any shares, debt obligations or other securities of the company.
Confidentiality is one of the key features of the BVI business company as details of the company beneficial owners, directors and shareholders are not part of public record. Register of shareholders, register of directors and all minutes and resolutions by the company are kept only at the offices of the registered agent in complete confidentiality.
ONLINE BVI COMPANY FORMATION & OFFSHORE BVI COMPANIES INCORPORATION AGENT: BRITISH VIRGIN ISLANDS IBC REGISTRATION, OFF-SHORE BUSINESS START-UP AGENTS PROVIDES FORMATIONS OF AN OFFSHORE BUSINESS COMPANY
Looking for a quality information & practical guidance regarding how to start your own BVI offshore business, how to set-up your British Virgin Islands tax-free company and running, how to select the best type of a BVI offshore business form, how to register an offshore British Virgin Islands private corporation; and need a small BVI business start-up advice? Need an offshore BVI business company formation agent with the prompt service and expert advice? Are you looking to incorporate an offshore small business in British Virgin Islands? Have an idea to establish an offshore business and want to start an offshore BVI limited company now?
On our web-site, you can get information on choosing and registering the right legal BVI offshore structure for your business, legal tips on day-to-day business operations, and much more. If you have an idea for starting a BVI offshore business, we can assist you and provide a higher standard of support for starting-up a business and registering a company in British Virgin Islands online directly from the ground up. The better the BVI company's structure is prepared upon registration, the better the results that will be achieved later. It is our job to assist in evaluating the options available at the beginning. In addition, we offer services regarding the formation of offshore companies. Register your new inexpensive offshore BVI company with us, and enjoy the full support of an excellent and fully trained team.
Top 10 Reasons to Incorporate in BVI
1. A business company in the British Virgin Islands can trade within the British Virgin Islands or own real estate in the jurisdiction of the BVI. 2. There is no minimum paid up capital requirement, and capital may be expressed in foreign currency. 3. At minimum, one shareholder must be appointed. Subscribers (shareholders) may include an individual, a corporation or a trust; an offshore company may have a nominee shareholder, who can be provided by Coddan. 4. At least one director must be appointed as a managing director of a business company, there is no maximum number of directors, a director can be of any nationality. Director(s) can be corporate bodies (another company, trust or a partnership) or private individuals. A BVI offshore company may have a nominee director, who can be provided by us. 5. A secretary is not legally required (but can be useful). 6. There is no requirement for appointing a resident shareholder or director. Directors, secretary and shareholders can be of any nationality. 7. Each BVI offshore company must maintain a registered agent and a local registered office address using licensed agents - these are the only details about an offshore business company that are available on the public file. 8. A BVI registered business companies do not have an obligation to prepare of file financial accounts. However, records must be kept that are sufficient to show and explain the company's transactions; and will, at any time, enable the financial position of the company to be determined with reasonable accuracy. 9. A BVI business company is exempt from the BVI income tax, the same exemption applies to all dividends, interest, rents, royalties, compensations and other amounts paid by a company, and all capital gains realised with respect to any shares, debt obligations or other securities of the company. 10. Confidentiality is one of the key features of the BVI business company as details of the company beneficial owners, directors and shareholders are not part of public record. Register of shareholders, register of directors and all minutes and resolutions by the company are kept only at the offices of the registered agent in complete confidentiality.
Coddan is the firm with many years experience in assisting clients with business formations in offshore countries, such as the British Virgin Islands (BVI), UK (England, Wales, and Scotland), Ireland (Republic of Ireland and Northern Ireland), and as well as with the formation of companies in USA (Delaware, New York, Florida, etc), offering in most circumstances the online offshore company incorporation. Our expert knowledge and extensive experience of setting-up of business and offshore companies' structures has made us possible to provide the professional, prompt, and efficient service.
Our team of consultants will be pleased to assist with your enquiries related to establishing and maintaining BVI offshore business companies, tax-free limited liability companies and BVI partnerships or creating complex offshore corporate legal structures. On our web-site, you will find a number of useful tips and information, downloadable documents, which may help you to learn what to take into consideration when deciding among public companies, offshore private limited liability companies, limited partnerships, offshore mutual funds and other offshore business structures.
Our fully trained, experienced and efficient staff can help you start your own business in the BVI without the hassling, time-consuming and demanding aspects of paper work and red tape tangles. If you are seeking quality information and practical guidance to setting up and running your limited company in the British Virgin Islands, we can assist you and provide a higher standard of support and advice than any other offshore BVI company formation agency. Our expert team of professionals and consultants can get your tax-free company registered online directly from the ground up.
We understand that every individual organization has its own unique set of resources and circumstances which the company structure needs to channel. The right company structure can make the difference between achieving good and great results. If you are caught up in the maze of deciding the right type of business, allow us to help you out. We can provide you with the necessary assistant to help you set up your dream project of BVI business company (BVI BC), BVI trusts (private trusts, express private trusts, resulting trust, constructive trust, implied trusts, charitable trusts, fixed trusts, discretionary trust) and BVI ship management and maritime company in just couple of days.
We provide different offshore BVI incorporation packages with the different options depending on your business needs; each package offers the complete formation of a BVI offshore limited company, which is usually ready to commence trading within couple of days. Our British Virgin Islands offshore incorporation packages offer the perfect results for those people who are taking the first step into the business or smaller companies whose budget won't stretch to bespoke business solutions, there are no dumbfounds and no hidden charges, - what you see is what you pay! We can also assist clients with the special needs or requirements, we could make a tailor made package that would suit your personal needs and wants. If you choose us as your offshore corporate service provider, you will almost immediately realise that our team of proficient advisors, is your own dedicated support team.
British Virgin Islands company registration documents submitted electronically, which allows us to offer you a timesaving service and eliminate the necessity to complete the paper forms, sign them by your company officers, and certify by a solicitor or notary public.
We are a business formation and business administration firm offers a comprehensive range of starting business solutions, corporate, legal, and tax advice. Since 1993, we have developed an excellent international reputation for providing the highest quality solutions and advice for our clients.
In addition, although most of offshore professionals have conventionally worked on an hourly basis, our main target is selling the amount of high-grade products and first-rate services than high-cost time. Where the scope of the work can be adequately specified, we keenly encourage alternative fixed-fee arrangements, or an applicable percentage (as the simplest example: from the legally tax-reductions).
If you would like a personal face-to-face consultation and dedicated help with your BVI offshore business start-up, call us on +44 (0) 207.935.5171, or 033 0808-0089 to discuss your requirements and make an appointment with one of our consultants. A consultant will contact you at a pre-arranged appointment time to discuss your individual circumstances, as well as your suggestions in relation to your offshore BVI incorporation needs. Our project begins with a short meeting, where our advisors gather the information required to register an offshore company for each client. The result includes personal assistance with the order form submission.
If you have questions about legal aspects of your British Virgin Islands company incorporation application, you should speak to one of our consultants. We are very happy to provide a practical support, we have a team of professional business advisers and consultants who can support you to strengthen and grow your business. We can help if you need a qualified advice and guidance in any of the following areas: -
How to select the best BVI offshore business form;
How to start and register your own business in BVI jurisdiction;
How to get your British Virgin Island offshore company up and running;
How to establish a subsidiary company or a branch in the British Virgin Islands;
How to manage your already established a BVI offshore company.
You will not be left on your own once you have started up an offshore company in the British Virgin Islands, we still are here to help you with any problems that you may face as you establish and grow your offshore business. Our advisers will answer any questions you may have and explain what you, or we, might do in your current circumstances. If necessary, you may return to us for further help as matters progress. Our team of full-time professional business advisers can guide you through the essential steps to launching your own business. Please, take a note that we can have meetings with current of positional customers by appointment only.
If you do not need to get an advice or guidance how to register offshore company, you may simply place an order online with automatic e-mail confirmation, status updates, and e-mail notifications of filing status changes. Areas of our practice: -
Determination of the best offshore business structure for tax purposes;
Formation of companies in BVI (we can advise upon and assist with establishing of an offshore business companies, offshore shipping and property management companies, offshore companies with the bearer shares, royalty, patent, and offshore holding companies, etc.);
Assistance with the opening BVI offshore banking accounts, we are working closely with many offshore banks, such as HSBC, Scotia Bank PLC, First Caribbean Bank, Banco Popular, Barclays Bank PLC, First Caribbean International Bank, Banco Popular De Puerto Rico, Firstbank Virgin Islands, London International Bank and Trust Company Ltd, Rathbone Bank (BVI) Limited, the Bank of East Asia (BVI) Limited, VP Bank (BVI) Ltd;
We can also help with opening UK business bank accounts for your BVI offshore corporation or any other offshore business entity;
Provision of the registered office addresses and registered agent services;
Provision of the British Virgin Islands nominee officers (nominee secretary, nominee director and nominee shareholder/member);
Bookkeeping and preparation of management accounts;
Preparation and filling of statutory accounts;
Registration as a money service business;
Acquisition and transfer of ownership for new companies;
Amendment of BVI company structure, shareholders and directors;
Transfer, disposal and acquisition of shares and assets;
Commercial contracts and agreements;
Intellectual property rights and IT related matters;
Restructuring finances, financial arrangements and documentation and funding agreements;
Voluntary striking-off, dissolution and restoration of BVI companies to the Registrar.
BVI Confidentiality: Why to Incorporate or Register a Company in BVI With Coddan
There are no requirements to register the names of director(s) and shareholder(s) in a public registry. However, a register of a company' directors, a register of shareholders, and a register of charges must be maintained at the registered office of a company.
Personal service - Coddan retained the high quality advisors who are extremely knowledgeable and true professionals in BVI business companies, limited partnerships, limited liability partnerships, and guarantee companies structures and tax law aspects. Coddan's advisers can provide customers with free and confidential advice and information on starting up a business in British Virgin Islands.
If you would like a personal face-to-face consultation and dedicated help with your BVI start-up package or needs, call us on +44 (0) 207.935.5171, or 033 0808-0089 to discuss your requirements and make an appointment with one of our consultants. Our trained business consultant will contact you at a pre-arranged appointment time to discuss your individual circumstances, as well as your suggestions in relation to your BVI company or partnership registration needs. Our project begins with a short meeting, where our advisors gather the information required to incorporate a business company, limited partnership or a limited liability partnership for an each client. The result includes personal assistance with the order form submission, usually completed in few business days.
If you have questions about legal aspects of your BVI company or a partnership registration application, you should speak to one of our consultants. We are very happy to provide a practical support, we have a team of professional business advisers and consultants who can support you to strengthen and grow your business. Main reasons to register a limited company or a partnership with us: -
Economy
Premier
Deluxe
Economy BVI business company registration from only £650.00!
All inclusive BVI business company formation. Each business company package includes all statutory paperwork and is fully compliant with BVI international business company law. All our BVI offshore companies are registered as general trading business entities and can be used to conduct any type of business. A certificate of registration, the memorandum and articles of association, and other relevant documents will be sent directly to you by post immediately following the incorporation of your BVI company. We will incorporate your company from scratch using our own registered office address in Tortola, and appoint your own candidates to the roles of director(s) and shareholder(s). Upon formation, these details will be recorded as the original details of your BVI company. All government and filing fees are included in the cost of our packages. It will take just couple of minutes to complete the online registration form, then your BVI business company could be up and running within 2-5 working days. Upon registration of your BVI offshore company, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR ECONOMY PACKAGE:
1. Nominee director service for 12 months - £260.00. 2. Nominee secretary service for 12 months - £150.00. 3. Nominee shareholders service for 12 months - £195.00. 4. Opening a bank account from - £500.00. 5. Certificate of incumbency - £120.00. 6. Certificate of good standing - £100.00. 7. Certificate of tax exemption - £125.00. 8. A BVI domain name registration for two years - £120.00. 9. All documents notarised and apostilled - £125.00. 10. Corporate kit - £40.00.
Premier BVI business company registration from only £910.00!
All inclusive BVI business company formation. Each business company package includes all statutory paperwork and is fully compliant with BVI international business company law. All our BVI offshore companies are registered as general trading business entities and can be used to conduct any type of business. A certificate of registration, the memorandum and articles of association, and other relevant documents will be sent directly to you by post immediately following the incorporation of your BVI company. We will register your company from scratch using our own registered office address in Tortola, appoint our own candidate to the role of nominee director and appoint your own candidate to the role of a shareholder(s). Upon formation, these details will be recorded as the original details of your BVI company. All government and filing fees are included in the cost of our packages. It will take just couple of minutes to complete the online registration form, then your BVI business company could be up and running within 2-5 working days. Upon incorporation of your BVI offshore company, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR PREMIER PACKAGE:
1. Nominee secretary service for 12 months - £150.00. 2. Nominee shareholders service for 12 months - £195.00. 3. Opening a bank account from - £500.00. 4. Certificate of incumbency - £120.00. 5. Certificate of good standing - £100.00. 6. Certificate of tax exemption - £125.00. 7. A BVI domain name registration for two years - £120.00. 8. All documents notarised and apostilled - £125.00. 9. Corporate kit - £40.00.
Deluxe BVI business company registration from only £1,105!
All inclusive BVI business company incorporation. Each business company package includes all statutory paperwork and is fully compliant with BVI international business company law. All our BVI offshore companies are incorporated as general trading business entities and can be used to conduct any type of business. A certificate of registration, the memorandum and articles of association, and other relevant documents will be sent directly to you by post immediately following the formation of your BVI company. We will register your company from scratch using our own registered office address in Tortola, appoint our own candidate to the role of a nominee director and a nominee shareholder. Upon registration, these details will be recorded as the original details of your BVI company. All government and filing fees are included in the cost of our packages. It will take just couple of minutes to complete the online registration form, then your BVI business company could be up and running within 2-5 working days. Upon incorporation of your BVI offshore company, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR DELUXE PACKAGE:
1. Nominee secretary service for 12 months - £150.00. 2. Opening a bank account from - £500.00. 3. Certificate of incumbency - £120.00. 4. Certificate of good standing - £100.00. 5. Certificate of tax exemption - £125.00. 6. A BVI domain name registration for two years - £120.00. 7. All documents notarised and apostilled - £125.00. 8. Corporate kit - £40.00.
We have the professional knowledge and qualifications;
We have the experience;
We have been in the business for over 18 years and we intend to stay for much longer;
We work in a confidential manner;
We are multilingual;
We offer a personal approach that is custom-designed to your requirements;
We are committed to our clients;
We are committed to providing high quality service;
We take our compliance and legal obligations seriously;
We respond very promptly to all enquiries and problems;
As a company processing your personal data, we are regulated by the Data Protection Act;
We do not disclosure your personal data to any third party;
Coddan is a fully fledged, innovative firm located in London, and governed by the English law;
Our Chartered Certified Accountants, business advisors, and tax-planning specialists are regulated by ACCA (the Association of Chartered Certified Accountants);
We are committed to helping you achieve your objectives;
Our main office building is located in central London on 124 Baker Street;
We will see you, for free for an initial half hour meeting at our office;
Alternatively, we encourage international customers to call or e-mail us, as we don't always need to meet face-to-face to act on your behalf to register or maintenance a limited company or a partnership in BVI, England, Scotland, Wales, Northern Ireland, Isle of Man, Belize, Nevis, Saint Vincent, Seychelles, etc.
In addition, we can cover, inter alia, the following matters: -
Administration of BVI companies or/and partnerships;
Agency and distribution agreements;
Banking/lending/security;
BVI companies acquisitions and sales;
Business companies and BVI LLP's formations;
Company schemes;
Contracts for supply;
Members' responsibilities and duties;
Employment;
IT Contracts (software licenses, maintenance agreements, etc.);
Licensing agreements;
Business companies shareholders' agreements;
Companies dissolution/winding-up/liquidation;
Pension schemes;
Re-organisation/restructurig of companies/partnerships;
Our Experience in B.V.I. Offshore Business Incorporation
We can guarantee accurate, confidential, personalised, and reliable services at highly competitive prices; we are a customer-oriented company, we value our consumers and offer comprehensive services to every one of them. We are fully aware of our client's needs and desires and try to make the process of our teamwork as comfortable as possible.
We can incorporate a BVI offshore company within a few days may help you with the opening of the corporate bank account operated by an offshore or U.K. banks. This is exactly what you will get if you choose to incorporate with Coddan. We are the real company, not a dot co.uk or a bargain-basement internet company, our offshore knowledgebase and practical with thousands of registered companies, offshore trusts, and partnerships has shown us that many new business owners want the fastest and easiest route to get their new business started.
As you endeavour to manage the growth and overall success of your BVI offshore business, you will want to have a team of adviser with the focus on providing advice from start-ups to mature business issues to clients throughout the region. Coddan provides clients with continuing business advisory services and has specialists who understand the pressures facing offshore small businesses. Experienced business consultants ensure clients get practical and adventitious advice.
Coddan' team supplies a wide variety of hands on business help that is personalised to your requirements and extremely useful. Our services are earmarked to meet the needs of offshore business entrepreneurs, with a solid reputation in delivering bespoke solutions to small and medium-size businesses there is no better team of advisers to have on your side.
Our organisation specialises in the intricate field of a BVI offshore limited company's formation, incorporation of British Virgin Islands offshore business structures and their management in eighteen low-tax or zero-tax countries. Furthermore, our consultants are competent to advice how to select the best type of business for incorporation, and register your offshore general trading, shipping or holding company. We may assist to register a BVI property management, or intellectual property management companies. Our local lawyers and accountants are the best in their field, carefully selected for their professional ability, reliability, and integrity. Therefore, there is no need for you to spend hour after hour mastering the main regulating law, scaling bulk of paperwork or trying to recruit people that you can trust - we have already done that for you!
Coddan is a professional company which has been servicing the UK and international community with a diverse range of top quality of British Virgin Islands offshore corporate structures incorporation and management services for many years. We incorporate BVI companies, limited partnerships, joint-venture entities, offshore trusts and mutual funds. We provide the first-rate business support services (BVI corporate and private offshore bank accounts, business and tax planning, reviewing and updating company' constitutional documents, preparation minutes of meetings and directors or/and shareholders resolutions, etc.).
We do not hide any fees from our consumers, because price transparency is essential to us. Our service' fees and offshore business filings fees are provided to our customers upfront. Our BVI online filing makes the ordering and incorporating processes easy and convenient, Coddan is an industry leader in online offshore business incorporation and corporate documents processing. With our passion for service and client success, we strive to make Coddan the preferred choice of the small business start-up and new business offshore formation facilities market. We are able to offer a full range of business registration services to business starters or existent business owners; we can undertake most types of corporate management related work.
Call us and speak with one of our knowledgeable advisor. There is no cost or obligation, let us help you to start a new BVI business offshore. We will be pleased to discuss your plans, requirements and suggestions, and to help you understand how the incorporation process works.
Professionals answer our phone lines during business hours, not by an answering machine. We appreciate the value of your time and understand that the real person cannot be replaced by a contemporary technology. This is especially true when it comes to make an important business decision and where interaction and multiple views are essential. When you call to request an appointment with our advisors, the receptionist will ask you series of questions to qualify the appointment. We are continually enhancing our services to better assist our clients and meet their needs.
Guide Regarding Initial Consultations
Please take the note, that the initial or further consultation fee for incorporation of an offshore company is not included in the price of our offshore companies formation packages. Coddan is happy to help you find answers to any general question you may have regarding the offshore companies formation. We ask that you send your initial inquiries via e-mail if you have a specific question. However, generally, a large volume of e-mail's or phone calls does impede us from completing work for our existing clients.
Company Formation Service
Offshore jurisdictions are often associated with large corporations and millionaires, but are in fact extremely well suited for small and medium businesses and individuals. Offshore companies adhere to the laws and regulations of the country in which they are situated. Coddan can help you set up a BVI offshore company in a very cost effective yet efficient manner and help you fully understand the many nuances associated with each offshore jurisdiction. Our services are completely legal and include the creation of various types of offshore corporate and trust vehicles for reasons like international trading, intellectual property activities, securities and property holding and financial and estate planning through trusts. Our focus is to integrate and combine various estate planning processes into an estate plan with sensible asset protection components. When used in connection with an offshore trust, an offshore corporation can become a very effective international financial or estate planning structure. Coddan helps you set up all major offshore structures such as companies, trusts, foundations, bank accounts, giving you full freedom, security & confidentiality within the legal framework. We cater to the needs of both individual and professional clients all across the globe. We can help you with: -
BVI offshore company registration services;
Guidance and support in the smooth functioning of the business structure;
Maintenance of the incorporation;
Special licensing applications;
Specialist advisory on business & tax issues;
Provision of company management & administration services;
Preparation of corporate documentation, etc.
Provision of the registered address, agent and residing secretary;
Provision of company management and administration services;
Offshore BVI bank account introductions;
Mail forwarding;
Preparation of corporate documentation;
General administration.
We are agile in business formation, integrating and influencing offshore business entities with new or already present asset-protection structures in all major offshore jurisdictions. Coddan CPM LTD grants you privacy and security, and wishes you success in your new venture. A meeting with one of our consultants is all that's required to start your offshore incorporation process.
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You will generally get the most value from our communications if, before e-mailing or calling, you review the information on our website carefully towards answering your question(s). Many of your basic questions can be efficiently answered by searching our website using the search on the left toolbar, and by the LiveChat. After getting your basic questions answered through our website, you will have enough time to ask us more detailed questions, possibly more relevant to your unique situation.
Coddan promptly responds to e-mails regarding the firm's current lead-time and ability to accept new clients. Although we make every attempt to provide free information online to answer all your questions about most common situations, you may have more detailed questions.
Due to our high-volume practice, before contacting us by phone, it is less burdensome on our workload if you e-mail us your question(s). Generally, we will respond to your e-mail questions in a timely manner; however at times, our heavy caseload may delay our response time somewhat. The vast majority of the time, the combination of our free online information and e-mail response will efficiently answer your questions. If the combination of our online resources and e-mail or LiveChat interaction are not efficient towards answering your questions and/or resolving any concerns, and if the cost of the services you are interested will be at least £125.00, then we will setup a time that a Coddan offshore business practitioner will be available for a meeting to quickly resolve your general questions.
If this informational call is less than 10 minutes long, then there is no charge for our time. Thereafter, if your questions have not been resolved, then you may want to arrange an initial consultation with a Coddan offshore business practitioner who can evaluate your unique situation in more detail.
The cost of our initial consultation depends on the category of service you seek. Our services can be grouped into are two general categories, each having its respective consultation costs as follows: -
Flat-fee services under £2,000 - £125.00 per hour.
Services over £2,000 - £100.00 per hour.
Once we understand the nature of your project and your needs, we will be glad to give you a fixed fee proposal. If a written report is required, there is an additional fee of £125.00 to £250.00.
Please note that Coddan does not respond to e-mail's or conduct telephone consultations unless you provide your verifiable full name, address, telephone number, and e-mail address. Coddan cannot respond to anonymous inquiries. Request a private consultation now:Click here to apply for a consultation to incorporate offshore in BVI (please use the form if you are serious about choosing a British Virgin Islands offshore incorporation plan and being enrolled)
Myth and Reality About BVI Offshore Companies
BVI offshore jurisdiction is often associated with large corporations and millionaires, but is in fact extremely well suited for small and medium businesses and individuals. An offshore company is formed in a foreign location and is therefore subject to the laws and regulations (or jurisdiction) of that location. The myth that offshore locations are completely unregulated and lawless is untrue; an offshore business is a normal business operating in a normal way; and is subject to many of the same types of laws and regulations as in any other location.
Coddan offers a comprehensive range of offshore company formation solutions and a wide range of offshore post-formation services designed to support the efficient running of your business.
Properly devised, an offshore strategy can offer many advantages. You can legally decrease your tax burden, protect your assets, enjoy a high level of anonymity, and provide your company with a competitive advantage. The exact benefits available to you and your company will depend greatly on nationality, location, entity type, and a host of other factors; it is for this reason that it is recommended that you seek professional advice before registering your company.
The most widely promoted advantage of forming an offshore entity is the minimisation of one's tax burden. Tax reduction, asset protection, corporate confidentiality, investment diversification, etc. are some of the several advantages of using offshore investments. These benefits are briefly elucidated below.
Anonymity
There are often sound, legitimate business reasons for an individual wishing to retain a level of anonymity. By carrying out transactions in the name of a private offshore company, the personal details of individuals can be kept off public records. Unfortunately, the anonymity offered by offshore business structures has also attracted people wishing to conduct illegitimate business. It is for this reason that the offshore industry has become more regulated than it was in the past. These new regulations often require banks and other institutions to examine company structures more closely. These new regulations do not pose a problem for those individuals acting legitimately, and do not hinder public anonymity.
Reporting
Although this varies depending on the jurisdiction, the amount of information required by the register of companies in an offshore jurisdiction is generally small. This reduces the amount of time and resources a company needs to invest in the administration of the company.
Tax Reduction
In order to attract foreign/outside investments many countries like United Kingdom, or USA and more particularly small countries with little economic or human resources offer tax incentives and even tax-exempt to foreign investors. This is done primarily to increase economic activity and wealth-flow into the country by providing a stable and a healthy environment for investment.
Offshore investors help protect investors' accounts by forming a corporation in a foreign country and this corporation enjoys the benefit of tax incentives-reduction and even exemption-as it is not directly involved in local business transaction thus making investments through foreign corporation advantageous over individual investments.
Asset Protection
Transfer of properties or assets to an offshore entity has many apparent advantages besides other circumstantial advantages. It protects your assets by avoiding plausible legal complications or other hassles and at the same time offshore centres are ideal locations for restructuring and rebuilding of assets through trusts, foundations, or an existing corporation.
Confidentiality
For people who are concerned with identity confidentiality or corporate and banking confidentiality, there is a unique feature of secrecy in legislation provided by many offshore jurisdictions in various countries protected by law. A breach of this confidentiality such as divulging customer identities or disclosing shareholders can amount to dire results except for illegal or criminal offshore investments in which case these laws are rendered null and void.
Diversification of Investments
There is an increasing need for modernization in the modes and ways of making profits in keeping pace with the equally rapid growth in corporate structuring and planning. This also highlights the increasing need for internationalization and flexibility in business processes.
This is where offshore accounts score over domestic or local ones. Regulatory commissions in some countries are very restrictive and sometimes it can prove to be a liability in diversifying an investment of which registered retirement savings plans (RRSPs) in Canada is an apt example. On the other hand, offshore accounts are more flexible and provide unlimited access to international markets and to all major exchanges.
As the legal system of most popular jurisdictions are derived from western countries which favors corporations of non-resident in nature therefore it is advantageous to have a clear understanding of the characteristics of foreign corporations to make maximum use of the facility as many developing nations today provide enormous opportunities with the privatizing of sectors.
Reasons for Setting up a Business in BVI
To maintain a relative distance between your assets and government tax collectors, rivals or other unwanted relations;
To maintain anonymity;
To reduce tax and make profits;
For reduction of interest rates (in case the interest rates in American or other European onshore banks are lower);
To protect your assets in cases of natural or other circumstantial/unforeseen national disasters.
Is Incorporation in an Offshore Jurisdiction Legal?
Even though every country has its own policy's regarding the incorporation of companies by offshore investors, it is not illegal to do so. It is advisable however, that the legalities involved in your country be checked and confirmed by your lawyer. Nonetheless a number of factors should be taken under consideration to determine the intrinsic worth of a good quality offshore centre before coming up with a decision. The key indicators of worth are: -
By the use of superior communication systems, your chosen jurisdiction must be capable of sending and receiving electronic transfers, supply information to your representatives through letters, telephone, fax and other means. Thus, good telecommunication capabilities serve as an important indicator of jurisdiction merits.
It should also have a very clean history and should not be the subject matter of violent political factions, civil unrest, poor economic working or the possibility of attack or military rebellion.
Economy
Premier
Deluxe
Our BVI offshore companies limited by guarantee are formed with your specific objects. They might typically specify the kinds of activities and areas which the company is allowed to engage in. Starting from just £1,185, we offer a range of packages designed to suit the varying requirements of our customers. Our BVI formations typically take from five to seven days to effect, and include: our service charge, the government fee for incorporation, the first year's fees for a registered office address and registered agent are included in the price of this package. Upon formation of your BVI company limited by guarantee, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR ECONOMY PACKAGE:
1. Nominee director service for 12 months - £260.00. 2. Nominee secretary service for 12 months - £150.00. 3. Nominee member service for 12 months - £195.00. 4. Opening a bank account from - £500.00. 5. Certificate of incumbency - £120.00. 6. Certificate of good standing - £100.00. 7. Certificate of tax exemption - £125.00. 8. A BVI domain name registration for two years - £120.00. 9. All documents notarised and apostilled - £125.00. 10. Corporate kit - £40.00.
Our BVI offshore companies limited by guarantee are formed with your specific objects. They might typically specify the kinds of activities and areas which the company is allowed to engage in. Starting from just £1,445, we offer a range of packages designed to suit the varying requirements of our customers. Our BVI formations typically take from five to seven days to effect, and include: our service charge, the government fee for incorporation, the first year's fees for a registered office address, registered agent and a nominee director are included in the price of this package. Upon formation of your BVI company limited by guarantee, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR PREMIER PACKAGE:
1. Nominee secretary service for 12 months - £150.00. 2. Nominee member service for 12 months - £195.00. 3. Opening a bank account from - £500.00. 4. Certificate of incumbency - £120.00. 5. Certificate of good standing - £100.00. 6. Certificate of tax exemption - £125.00. 7. A BVI domain name registration for two years - £120.00. 8. All documents notarised and apostilled - £125.00. 9. Corporate kit - £40.00.
Our BVI offshore companies limited by guarantee are formed with your specific objects. They might typically specify the kinds of activities and areas which the company is allowed to engage in. Starting from just £1,640, we offer a range of packages designed to suit the varying requirements of our customers. Our BVI formations typically take from five to seven days to effect, and include: our service charge, the government fee for incorporation, the first year's fees for a registered office address, registered agent, a nominee director and a nominee member are included in the price of this package. Upon formation of your BVI company limited by guarantee, we will courier all of the company documents directly to you.
THE FOLLOWING UPGRADES CAN BE ADDED TO OUR DELUXE PACKAGE:
1. Nominee secretary service for 12 months - £150.00. 2. Opening a bank account from - £500.00. 3. Certificate of incumbency - £120.00. 4. Certificate of good standing - £100.00. 5. Certificate of tax exemption - £125.00. 6. A BVI domain name registration for two years - £120.00. 7. All documents notarised and apostilled - £125.00. 8. Corporate kit - £40.00.
For incorporation in offshore jurisdictions, a strong officially authorized base with modern company law is essential. Offshore centres, which were under British control basing their legal systems on English common law with small local modifications, are extremely popular as well as favorable.
Confidentiality and secrecy are one of the key factors in establishing an offshore jurisdiction's merits and are of utmost importance while conducting business offshore. The offshore centre must have the capability to manage and permit unlawful revelation of information concerning its offshore clients and their fiscal dealings.
Another point to keep in mind is unproblematic flow and exchange of cash. The best solution to evade any such problems would be to bank in a country with no exchange controls since money, which is denied movement might be subject to possible seizure. It is also an option for a company to choose to open bank accounts in jurisdictions other than that of the jurisdiction of incorporation.
Offshore BVI Incorporation and Post-Formation Services
Companies require ongoing maintenance and must meet certain local reporting and statutory requirements, although these are generally less rigorous for offshore companies, they still exist. There are additional difficulties for those who do not have a relationship with an offshore jurisdiction and are uninitiated to the law and practicalities of an offshore location.
In addition to providing offshore company formations online, Coddan offers a host of services designed to support your business offshore. This comprehensive list of services includes: -
Formation of real estate holdings & real estate corporations;
Formation of hotel & tourism companies;
Formation of branches, subsidiaries, representative offices, & partnerships;
Trust creation;
Trust administration;
Provision of trustees.
Coddan helps you set up all major offshore structures such as companies, trusts, bank accounts, gambling licenses & insurance companies giving you full freedom, security ∓ confidentiality within the legal framework. We cater to the needs of both individual & professional clients all across the globe. We can help you with: -
Offshore company registration services;
Guidance/support in the smooth functioning of the business structure;
Maintenance of the incorporation;
Special licensing applications;
Specialist advisory on business & tax issues;
Provision of company management & administration services;
Preparation of corporate documentation, etc.
BVI Offshore Ready Made Companies & BVI Shelf Companies
Coddan holds a portfolio of BVI ready-made offshore companies which are all ready to trade and can be transferred to you within hours. We have companies ranging from a few months old, to six years old.
Our BVI ready made companies are formed with general commercial objectives; they are therefore able to conduct any nature of business. We also offer substantial advice to help you efficiently merge and organise your ready made company.
An offshore ready-made company is an international business company or private limited company that has already been incorporated as a general commercial company and is ready to start trading immediately. A shelf company, also called an aged company, is a company that has had no business activity. It was created and put on our "shelf company to age". This company is then later usually sold to someone who would prefer to have an aged firm rather than a new one.
Our readymade BVI off-the-shelf companies come with the widely drawn memorandum and articles of association, and a certificate of incorporation. Our shelf companies are currently registered with a nominee director, a nominee shareholder, with a registered office address and with a registered agent. We can re-register offshore shelf company with the details of your own director, and shareholder free of charge; or, if you prefer, we can continue to provide our nominee director and nominee shareholder services for the ready-made company at an additional fixed annual charge.
Offshore readymade companies are always more expensive than the newly registered business legal entities. In some cases, an off-the-shelf offshore company's price can be several times higher then the price of a recently incorporated offshore company. This is because each year that offshore ready-made company needs to file annual returns; annual accounts and pays all necessary existence fees.
A readymade firm will be beneficial if an already registered company is required immediately, for instance if a company registration number is needed straightaway in order to sign a key or critical agreement or a contract. Based on our observations, here are some common reasons for buying an already established shelf company include: -
To save the time involved in taking the steps to create a new entity;
To gain the opportunity to bid on contracts;
Some countries require that an overseas company needs to be in business for certain years, before to establish a foreign branch, subsidiary or representative office;
To establish a reputable history for your business;
To create an appearance of corporate longevity, which may boost the confidence and coolness;
To gain an access to investment and leases, some companies provides leases only to businesses one year old or more.
A number of consortia "produce" and offshore established companies, promoting the fact that the new buyer can at the same time have a firm with a long history, and yet have complete control over the establishment of the company's board of directors and shareholder profile.
When you are buying a ready-made company from us, you will receive the following documents: -
A certificate of incorporation;
A hard bound copy of the memorandum and articles of association;
The minutes of the first directors' meeting;
A special directors' resolution, shares certificates, and shares transfer documents;
A completed shareholders' register; and the non-trading certificate.
All annual governmental fees, relevant returns, and annual accounts duly paid up and filed until the next anniversary day of incorporation. Owners of the offshore readymade companies are strongly advised to pay renewal fees in a timely manner to avoid penalties and/or being struck off the register. In case of renewal fees non-payment, the companies continuing their commercial operations and/or bank relations violate the basics of international business ethical and legal principles, and their officers and beneficiaries could face litigation and potential losses. You may use this link to select a ready-made company:Click here to check the list of BVI offshore ready-made companies
The Advantages of the British Virgin Islands
The British Virgin Islands is an attractive offshore location which boasts a stable government and a good history as an effective location for offshore activities. The exact nature of the business company available in the British Virgin Islands is advantageous in-itself, because it can be formed with a minimum of one director and one shareholder (the same person may act as both), and is not subject to any tax in the British Virgin Islands. In addition to the tax advantages, the British Virgin Islands is an inexpensive jurisdiction, the government is responsive to the needs of business, legislation is uncomplicated and flexible, and there are a wide range of professional services available. The fact that it is an English-speaking country makes communication with local agents and providers simple. It is also an attractive holiday destination with an international airport.
The key advantages of an international business company (IBC) in the British Virgin Islands are as follows: -
The business company is not subject to any company tax in the British Virgin Islands.
The business company may be formed with only one director and one shareholder.
There is no requirement for the BC to file annual returns or keep accounts in the BVI.
There is no requirement for the director to be a resident of the BVI.
The business company is free to conduct business any where in the world.
Company Formation Options in the British Virgin Islands
The overwhelming majority of formations intended to be used for offshore purposes in the British Virgin Islands take the form of an international business company. An international business company is usually formed in the British Virgin Islands as a company limited by shares, but can also be formed as companies limited by guarantee, as a hybrid company (a company limited by both shares and guarantee), as a restricted purpose company (designed to be used as a special purposes vehicle, especially within structured finance transactions), or as a segregated portfolio company.
Another popular formation option in the British Virgin Islands is a limited partnership. There are two types of limited partnerships available: international or local limited partnerships. If you are interested in forming a limited partnership in the British Virgin Islands, please visit our BVI Partnerships web page .
Our British Virgin Islands Incorporation Services
The plethora of international laws and business structures makes choosing a jurisdiction and company structure an extremely complex decision. If you are unsure of the best course of action for your business, Coddan can advise you on the best location and type of offshore entity, and can tailor a solution to your needs. If you wish to retain Coddan in a professional capacity, you can apply for an initial consultation appointment by following the link below. Request a private consultation now:Click here to apply for a consultation to incorporate offshore in BVI (please use the form if you are serious about choosing a BVI offshore incorporation plan and being enrolled)
BVI Business Company (IBC)
An international business company in the British Virgin Islands must: -
Have at least one director and one shareholder;
Keep a register of directors;
Appoint its first director within thirty days;
Have a local registered office address;
Have a local registered agent;
Copies of the memorandum and articles of association, register of members, register of directors and copies of all notices and other documents filed by the company in the previous ten years must be kept at the registered office address.
Otherwise, it is relatively simple to operate in the British Virgin Islands: -
Directors and shareholders do not have to be resident in the British Virgin Islands;
Directors and shareholders may be of any nationality;
There is no minimum capital requirement;
Shares may be issued in any currency (newly formed companies may only issue registered shares, companies who were formed before the first of January 2006 must deposit any issued bearer shares with an authorised custodian who must record the identity of the beneficial owner of the shares);
Accounts need not be kept in BVI;
No returns of directors or shareholders are required;
Director and shareholder' meetings do not have to be held in the British Virgin Islands, and can be held via telephone;
The memorandum and articles of association are the only documents required to be on the public record
Our BVI Incorporation Packages
Coddan offers three packages which are designed to meet the varying needs of our clients. All of our packages include a local registered agent and a local registered office address in the British Virgin Islands, both of which are statutory requirements. Our Economy package is perfect for those wishing to form a company with their own officers.
If you do not have the requisite minimum officers, or if you prefer to maintain a level of anonymity for legitimate business reasons, our Premier and Deluxe packages are the perfect solution. With our Premier package, Coddan will act as a nominee director for your company allowing the beneficial director's name to be left off the public record.
In addition to a nominee director, our Deluxe package includes a nominee shareholder for your company, which means that both the beneficial director's and the beneficial shareholder's details will not appear on the public record. Because the statutory requirements dictate that there must be at least one director and one shareholder, our Deluxe package may also be used to meet all of the statutory requirements for an international business company in the British Virgin Islands.
Economy Business Company Package for Just £650.00
The Economy BVI international business company package is a fast and easy offshore option. It is ideal for small to medium businesses who wish to appoint their own members. It includes: -
The electronic submission of your application and the registration of your offshore company with the registrar of companies;
The payment of the first year's legal and initiation fees;
Certificate of incorporation;
Bound copies of the memorandum and articles of association;
Minutes of the first meeting of the board of directors;
Registration of directors and shareholders;
Share certificates;
Company seal.
All of the documents included in this package are sent directly to you by courier.
This option allows you to immediately appoint your own directors and shareholders. Upon registration these appointees will be recorded as the original company officers. A myriad of equity or debt financing options are available to companies that are registered in a person's name where that person is responsible for the operations of the company. This package also includes the first year's fees for a local registered office address and a local registered agent, both of which are statutory requirements in the British Virgin Islands. All companies registered in the BVI are required to pay the annual renewal fees, commencing the following year after registration. The yearly renewal fee for this package is £545.00, which includes the cost of the BVI Government renewal license fee, the provision of a local registered office address and a registered agent. If your offshore company has been struck off, additional reinstatement fees will be charged by the registered agent and b the British Virgin Islands Companies Registry Office.
Different types of company require different combinations of officers; a business company in the British Virgin Islands must have at least one director, one shareholder and may have a secretary. If you do not have the requisite officers, or if you wish to protect your privacy, you can use our nominee officer services. The Economy package can be upgraded with the addition of many complementary services, including: BVI offshore business and investment banking introductions, management services, registration of shipping vessels, administrative services, BVI domain name registration, additional sets of corporate documents, nominee officer services, bookkeeping and accounting services, notarisation & apostille certification services. Order the Economy business company package:Economy BVI business company package £650.00 (incorporation, government taxes and government fees are included).
Premier BVI Business Company Package for Just £910.00
The Premier BVI business company package is a fast and easy offshore option. It is ideal for small to medium businesses who wish to appoint a nominee director in order to maintain anonymity. It includes: -
The electronic submission of your application and the registration of your company with the BVI registrar of companies;
The payment of the first year's legal and initiation fees;
Certificate of incorporation;
Bound copies of the memorandum and articles of association;
Minutes of the first meeting of the board of directors;
Register of directors and shareholders;
Share certificates;
A general power of attorney signed by nominee director;
An indemnity letter for the power of attorney;
Pre-signed, undated resignation letter from nominee director;
A nominee agreement which provides for the indemnification of the nominees;
Company seal.
All of the documents included in this package are sent directly to you by courier.
By using the nominee director that is included in this package, you can protect your privacy by not having your name listed as a company director. You will retain full control and ownership of the company by virtue of a special agreement between Coddan and yourself. This package also includes the first year's fees for a local registered office address and a local registered agent, both of which are statutory requirements in the British Virgin Islands. The yearly renewal fee for this package is £805.00, which includes the cost of the BVI Government renewal license fee, the provision of a registered office address, a registered agent, and a nominee director.
Different types of company require different combinations of officers; an international business company in the British Virgin Islands must have at least one director and one shareholder, you may also have a secretary. If you do not have the requisite officers, or if you wish to further protect your privacy, you can use our nominee officer services. The Premier package can be upgraded with the addition of many complementary services, including: BVI commercial and investment offshore banking introductions, management services, registration of shipping vessels, administrative services, BVI domain name registration, additional sets of corporate documents, nominee secretary and nominee shareholder services, bookkeeping and accounting services, notarisation & apostille stamp certification services. Order the Premier BVI business company package: Premier business company package £910.00 (incorporation, government taxes and government fees are included).
Deluxe BVI Business Company Package for Just £1,105
The Deluxe BVI offshore business company package is a fast and easy offshore option. It is ideal for small to medium businesses who wish to appoint a nominee director and a nominee shareholder in order to maintain anonymity. It includes: -
The electronic submission of your application and the registration of your company with the registrar of companies;
The payment of the first year's legal and initiation fees;
Certificate of incorporation;
Bound copies of the memorandum and articles of association;
Minutes of the first meeting of the board of directors;
Register of directors and shareholders;
Share certificates;
A completed register of directors and shareholders;
Pre-signed, undated letters of resignation from a nominee director and nominee shareholder;
A general power of attorney signed by the nominee director;
A declaration of trust from the nominee shareholder;
An indemnity letter for the power of attorney;
A nominee agreement which provides for the indemnification of the nominees;
Company seal.
All of the documents included in this package are sent directly to you by courier.
By using the nominee director, and nominee shareholder services that are included in this package, you can protect your privacy by not having your name listed as either a company director or company shareholder. You will retain full control and ownership of the company and its shares by virtue of a special agreement between Coddan and yourself. This package also includes the first year's fees for a local registered office address and a local registered agent, both of which are statutory requirements in the British Virgin Islands. The yearly renewal fee for this package is £1,000, which includes the cost of the BVI Government renewal license fee, the provision of a registered office address, a registered agent, a nominee director, and a nominee shareholder services.
Different types of company require different combinations of officers; a business company in the British Virgin Islands must have at least one director and one shareholder; the Deluxe package provides all that you need to meet the statutory requirements of a business company in the British Virgin Islands. The Deluxe package can be upgraded with the addition of many complementary services, including: BVI business bank account and investment BVI banking introductions, management services, registration of shipping vessels, administrative services, BVI domain name registration, additional sets of corporate documents, nominee secretary services, bookkeeping and accounting services, notarisation & apostille stamp legalisation services. Order the Deluxe BVI business company package:Deluxe BVI offshore business company package £1,105 (incorporation, government taxes and government fees are included).
Offshore Banking in BVI - Opening an Offshore Bank Account in BVI
Access and manage offshore business accounts anywhere anytime without leaving your home or office. All BVI offshore banks with whom we work provide you with a complete solution to real time Internet banking in a highly effective and secured environment.
Control your business finances, access real time account information, pay bills online, increase efficiency and lower operating costs with minimal risks and complications. Take full advantage of your investment in technology. An offshore BVI international bank accounts enable BVI offshore company owners to manage their finances wherever they are in the world. These accounts are tax-free and not subject to currency controls. Accounts are available to both personal and corporate clients in US Dollars, Canadian Dollars, Pounds and Euros.
Most of BVI offshore banks provide a full range of BVI offshore banking services including: -
Euro, US and Canadian Dollars, Pounds & other foreign currency bank accounts;
Minimum deposit of US$ 1,000 (or currency equivalent) to open accounts should be maintained at all times;
Overdraft available upon request (refer to the Credit).
Our BVI offshore banking introductory services include an account application package, support with completing documents, and revision of the necessary documentation before we send them to the Bank. For further information, please contact us at info@ukincorp.co.uk or call 0 800.081.1510, or +44 (0) 207.935.5171.
The New BVI Legislation
After many months of extensive consultation on the creation of a unified piece of legislation to serve as the only means for the incorporation of companies in general, the government of the British Virgin Islands (BVI) presented the BVI Business Companies Act, 2004, (BVI BC Act). What follows is a discussion of the most significant changes and when they will come into force: -
The BVI BC Act came into effect on the first of January 2005, and establishes a transitional period of two years (2005 and 2006). Within these two years the BVI would be subject to 3 different pieces of legislation for the creation of companies: the Companies Act (Cap. 285), the International Business Companies Act (Cap. 291), and the BVI Business Companies Act, 2004 (No.16 of 2004)
Until the thirty-first of December 2005, new incorporations were accepted under these three acts. As of the first of January 2006, incorporations were only possible under the BVI BC Act but existing companies are permitted to operate under the IBC and Companies Act.
Companies with the Power to Issue Bearer Shares
International business companies (IBC) that were incorporated on or before the thirty-first of December 2004, and whose memorandum and articles of association retains the power to issue bearer shares, will pay an annual license fee of US$ 1,100 and must have their bearer shares held with a custodian. This includes the immobilization of bearer shares which were issued on or after 1 January 2005.
IBCs that were incorporated on or before the thirty-first of December 2004, who have registered shares, but whose memorandum and articles of association retains the power to issue bearer shares, will pay a higher annual license as of the first of January 2008, regardless of their authorized capital. In order to qualify for the standard license fee, a company must amend its memorandum and articles of association to remove the power to issue bearer shares; this can be achieved by filing an amendment to the memorandum and articles of association with the Registrar of Companies coupled with a declaration which states that no bearer shares are in issue.
IBCs incorporated on or before the thirty-first of December 2004, have until the thirty-first of December 2010, to immobilize any bearer shares that they have issued.
Incorporation of BVI Business Companies
The following types of companies can be incorporated under the new BVI BC Act: -
Company limited by shares (with or without par value);
Company limited by guarantee (authorized and not authorized to issue shares);
Unlimited company (authorized and not authorized to issue shares);
Restricted purposes companies;
Segregated portfolio companies.
Company Names
Your company name must end with the word 'Limited', 'Corporation', 'Incorporation', 'Incorporated', 'Societe Anonyme', 'Sociedad Anonima', or other word or words, or abbreviations thereof. For example: ABC Limited, ABC Inc, ABC Corporation, ABC SA. These words (Limited, Ltd, Incorporation, Sociedad Anonima, etc.) must not occur in any other place within the name of your company.
It is not possible to use a word (or words) in the name that is calculated to suggest: - 1. The patronage of Her Majesty or that of a member of the Royal Family; 2. A connection with Her Majesty's Government; or 3. A connection with a municipality or other local authority or with a society or body incorporated by Royal Charter.
A BVI business company may not be registered under a name that is identical to the name of an existing BVI company, or is so similar to the name of an existing BVI company, that, in the opinion of the Registrar, such name would be likely to confuse or mislead.
As the BVI Registrar of Companies has a name-reservation system, a reserved name would also be considered as an already existing name.
Without obtaining a prior written consent of the Financial Services Commission, a BVI Business Company may not be registered under a name that contains a restricted word or phrase, such as the words 'Assurance', 'Bank', 'Building Society', 'Chamber of Commerce', 'Chartered', 'Cooperative', 'Imperial', 'Municipal', 'Royal', 'Trust' or any word conveying a similar meaning, as well as any name suggesting the patronage of the British Royalty, British, BVI or any other government or its department.
The Registrar may also refuse the registration of any particular name if, in the opinion of the Registrar, such name is offensive or, for any other reason, objectionable.
Shares and Authorized Capital
The authorized capital and share capital concept, as we know it, no longer exist under the BVI BC Act. The BVI BC Act specifies the requirement for the memorandum of association to state the maximum number of shares that the company may issue. BVI business companies (BC) are not required to state the par value of its shares or their currency; however, clients may request this option.
Objects
BVI BCs are not required to state their objects or purposes in the memorandum of association, but can do so if desired. The exception to this rule is a restricted purpose company, which must state the purposes for which it is incorporated.
Amendment to the Memorandum or Articles of Association
Under the BVI BC Act, a notice of amendment must be filed or a restated memorandum and articles of association be submitted to comply with the new legislation. Our standard version of the memorandum and articles of association is very widely drawn, and is suitable for most types of business. A hard bound copy of the memorandum and articles of association is included with your company formation. Additional printed and bound copies of our standard memorandum & articles of association can be provided, either at the time of original incorporation or at a later date. If you want to have specifically drafted objects and clauses included in the memorandum and articles of association of your company, simply send them to us, and we will include them. If you request a non-standard memorandum and articles of association, the formation of your company will be delayed by between 24 and 48 hours.
Directors
The first registered agent must appoint a director within 6 months of the date of incorporation of the company. A person shall not be appointed as a director unless he or she has consented in writing to be a director. A company shall have one or more directors and the number of directors may be fixed by the articles of the company. There is no maximum number of directors; a director can be of any nationality, directors can be corporate bodies or private individuals.
Company Records
The registered agent must maintain the following documents at their office: the company's memorandum and articles of association, the register of directors and members or copies of the same and minutes of meetings and resolutions of members and directors, unless the directors resolve otherwise whereby they must advise the registered agent within 14 days where these documents are being kept.
If the registered agent is only in possession of copies of the registers, the company is obligated to advise the agent of any changes to these registers within 15 days of those changes being made. The registered agent must also be advised in writing of the location of the original registers. A company that wilfully contravenes the above commits an offence and is liable to a fine of US$ 10,000.
Continuation
The BVI BC Act establishes that a company that desires to continue under the jurisdiction of the BVI will have to file satisfactory evidence that the company is not disqualified from continuing in the BVI, by way of a certificate or legal opinion from a lawyer in the foreign jurisdiction. This matter is expected to be addressed in the Regulations of the Act.
Liquidation
The liquidator in a voluntary liquidation must comply with specific requirements. The regulations will establish them and a list of who can act as a liquidator will also be included. The liquidator must be a neutral person.
BVI Re-Registration or Re-Domiciliation
Re-registration can be done voluntarily or automatically. In the case of voluntary re-registration, agents must file an application to the registrar and this must be accompanied by act compliant memorandum and articles of association, a registered agentAnnual Maintenance Fees consent to act, and other prescribed documents.
The memorandum and articles of association need be signed only by the agent and it must state: the date on which the company was first incorporated/continued; whether it is a cap. Co or and IBC, and the identity of the registered agent and address of the registered office. Applications must be approved by resolution of members or, subject to the memorandum and articles of association, a resolution of directors. No fees are charged for voluntary re-registration and are strongly encouraged by the Financial Services Commission.
Automatic re-registration was effective as of the first of January 2007 for all IBC annual maintenance fees that have not applied for voluntary re-registration.
The disadvantages of automatic re-registration is: that agents must apply afterwards for the issuance of a new re-registration certificate in which a new company number will be assigned and duly evidenced; and that the memorandum and articles of association will not be in accordance with the BVI BC Act.
The British Virgin Islands Executive Summary
The British Virgin Islands seem to have got as close to being a perfect 'private' offshore international financial centre as can be imagined. For 25 years the Government has welcomed offshore business, and has created a world-standard regulatory structure to avoid money-laundering and other criminal activity. Like Bermuda, the BVI decided not to encourage the growth of offshore banking, but instead introduced the BVI international business company which must be the world's most successful offshore entity, and is used extensively in financial holding and investment structures, as well as in trust management. The BVI have also been successful in developing mutual funds and captives, although not being the leading jurisdiction in either case. Finally, the BVI have a strong position in yachting both as a registry and as an operating base.
The British Virgin Islands (BVI) are the group of islands located about sixty miles due east of Puerto Rico. The principal islands are Tortola and Virgin Gorda. Road Town is the capital city and financial centre of the BVI, located on the island of Tortola, which is connected by a toll bridge to Beef Island and where the international airport is situated. The islands of the BVI were christened by Christopher Columbus when sighted in 1493 on his second expedition to the New World as "Las Once Mil Virgines", in honour of St. Ursula and her maidens who sacrificed their lives for God in 4th Century Cologne. The Crest of Saint Ursula is the national symbol of the BVI. The BVI is politically stable; under the 1967 constitution, the Governor represents the Queen and heads an Executive Council. There is a 13-member elected Legislative Council.
As a British Overseas Territory with a long history of political stability, the BVI offers all the security traditionally associated with the British flag. The territory is responsible for its own internal self-government, and is governed by a democratically elected Legislative and Executive Council. Democratic elections are held at least once every four years. BVI Law is based on the British Legal System and English Common Law. The court system is made up of a Magistrates Court, a High Court and a Circuit Court of Appeal of the Eastern Caribbean Supreme Court with final appeal to the Privy Council in England. International banking, commercial and financial services are available in Road Town, and communication facilities in the BVI are first rate.
The only significant tax in the BVI is income tax, which applies to the relatively few local companies and to individuals; there are customs duties and some real estate taxes. The population of 19,000 is of mixed European and Caribbean origin. There is minor tension between the settled population and recently arrived Caribbean economic migrants. The economy is highly dependent on tourism, with financial services also important. There is no pressure for constitutional change. The local currency is the US dollar, and there are no exchange controls.
The BVI introduced its outstandingly successful international business company (IBC) in 1984; there are now more than 400,000 IBCs, with Hong Kong and Latin America the main sources of clients. The BVI has significant mutual fund and captive insurance sectors. Banking activity is, by design, quite minor. The BVI has tried hard to exclude money laundering, mostly with success, and has a relatively good reputation. Offshore business uses the international business company, the limited partnership and the trust; all are exempt from taxation. In conclusion, the BVI Government has a clear understanding of the value and importance of the Financial Services Sector to the local economy.
It is uncommon that any government devotes so much of its planning and resources to make the private sector so globally competitive. Government licence fees and charges by the BVI Companies Registry have remained unchanged and as such are extremely reasonable in contrast with other offshore jurisdictions. As the global economy continues to open up to free trade, OFCs will also develop and expand their range of financial services. It is evident from observing the evolution of BVI law, and its resultant economic activity, that emerging worldwide markets will continue to assist this trend, making the British Virgin Islands a key international commercial and financial business center in the 21st Century.
In common with many other offshore jurisdictions, the British Virgin Islands is responding to pressure from the OECD and FATF by tightening up its regulatory regime. The BVI Government established an independent regulatory body - the Financial Services Commission (FSC) - on 1 January 2002. Then, in October 2002, the BVI Finance Centre was established under the FSC as dedicated financial services marketing unit designed to promote the BVI as a premier international centre for financial services. The Finance Centre is responsible for providing information on the BVI and its activities, coordinating BVI participation at industry conferences and events, liaising with the media and producing marketing material including advertising, brochures and a new web site.
BVI Financial Holding and Investment
The phenomenal growth of the BVI international business company (IBC), with more than 300,000 IBCs incorporated by 1998, has been fed by political instability in Latin and Central America. It is difficult to be sure why the BVI became the jurisdiction of choice for these markets: of course, the IBC is highly flexible; secrecy is good; the BVIAnnual Maintenance Fees reputation is good; there is common law; and so on. But other jurisdictions could make similar claims. At all events, it happened, and the IBCAnnual Maintenance Fees success has a knock-on effect in terms of the diversity and professionalism of supporting services in the BVI. The authorities are keen to expand into new markets, and will no doubt legislate further to open up new possibilities.
The great majority of existing IBCs have been formed as asset protection vehicles, sometimes in association with trusts, either to hold shares or other types of asset. The formation process is in the hands of licensed, registered agents, who act as "gate-keepers", in defence of the BVIAnnual Maintenance Fees reputation, carrying out "due diligence" searches in order to establish the bona fides of incoming clients. There are 70 such agents, licensed under the Banks, Trusts and Company Managers Act 1990, who offer a range of post-incorporation services in addition to incorporation.
IBCs are allowed to issue bearer shares, but as from 2002 they have to be held by an authorised intermediary, who must also record the identity of the beneficial owner. According to the Caribbean Development BankAnnual Maintenance Fees Annual Report 2000, the BVIAnnual Maintenance Fees financial sector experienced significant growth with IBC registrations on the increase. In excess of 64,000 new IBCs were licensed during 2000, which represented a 19 per cent increase on figures for 1999, bringing the total number of registered IBCs to 368,000.
British Virgin Islands - Forms of Offshore Operation
The vast majority of companies formed in the BVI for offshore purposes are incorporated under the International Business Companies Act 1984. However this law did not supersede the existing Companies Law 1963, also known as Cap. 285, which is based on English law and is used to form various types of company used by businesses trading in the BVI, and also for certain other special purposes.
Companies formed under the Companies Act 1963 are often referred to as 'CAC', 'CapCo', or 'Cap. 285' companies. They can be BVI private companies limited by shares, limited by guarantee, or hybrid; or they can be unlimited, but that is rare. Public companies can also be formed under the Act. For all these types of company, memorandum and articles of association must be filed at the Companies Registry, along with the company registration fee. For companies limited by shares the articles of association can follow the memorandum - 'Table A' applies if no articles are registered. Foreign companies can re-establish themselves in the BVI without the necessity for reciprocal arrangements in the original country of incorporation. An IBC wishing to leave the BVI may do so.
British Virgin Islands Company Limited by Guarantee
The BVI Companies Act (Cap. 285) provides for the establishment of domestic private companies limited by guarantee. Such companies have no authorised share capital and no shareholders. A domestic company can apply to the BVI Companies Registry for status as a "non-resident company" and thereby secure exempt status from BVI corporation tax on income not sourced in or remitted to the BVI. It is required under the BVI Companies Act that the memorandum and articles of association of a company limited by guarantee shall contain a declaration that each member undertakes to contribute (quote) "to the assets of the company, in the event of the same being wound up during the time that he is a member, or within one year afterwards, for payment of the debts and liabilities of the company contracted before the time at which he ceases to be a member, and of the costs, charges and expenses of winding up the company, and for the adjustment of the rights of the contributories amongst themselves, such amount as may be required, not exceeding a specified amount".
The name of the proposed company must end in "Limited". The articles of association can be drafted so that membership rights are pari passu, or in whatever fixed proportions as are set out therein. A company limited by guarantee can undertake commercial activities without the need for any subscribed equity capital.
BVI company limited by guarantee can achieve (through specialised drafting of the memorandum and articles of association) several purposes, including serving as an offshore holding company, asset protection, charity, investment, private company in lieu of a private trust, real estate, succession company in lieu of a will or grant of administration, or private annuity company. Note that there are slight differences between incorporating a CAP 285 company limited by guarantee and a normal CAP 285 domestic company, and therefore the procedure will vary slightly.
Nota Bene: It is possible to incorporate a BVI company limited by guarantee under the Companies Act (Cap 285) for non-BVI residents, but it will be a local company, rather than an IBC. It is possible, however, to then request that in the Companies Registry they give the company status as non-resident, which will secure exempt status from BVI corporation tax on income not sourced in or remitted to the BVI.
The following special features are available to a company by guarantee: control of the company is achieved without holding of shares. Exclusion of the membership from registration on a share register or annual return of shareholders. Ownership in the form of membership can be made non-transferable in the articles of association. Ability to utilize the company as a succession vehicle. Asset devolution on the death of a member can be achieved without requirement for probate. Ability (subject to appropriate tax advice being taken by the client) in certain tax jurisdictions for distribution from the company to be categorized as capital gain rather than as income. Independent tax advice should be obtained by the client in the client's tax domicile. More information about BVI companies limited by guarantee: click here to read more about how to incorporate a company limited by guarantee in BVI
British Virgin Islands Hybrid 'CAP 285' Company
BVI hybrid company under the Companies Act usually has a group of shareholding members which is distinct from the group of guarantors. The shareholders can have 100% of the voting power, and can execute a trust deed in respect of their shareholdings; under the BVI's trust legislation. A trust Protector can be appointed to oversee the trustees' actions. The result, if the company is set up correctly, is to separate control and membership of the company from beneficial interest, which is sometimes desirable. Hybrid companies can be resident or non-resident, as for companies limited by shares. The fee payable on incorporation and the annual registration fees are as for companies limited by shares. Order a 'CAP 285' company:click here to order a company limited by guarantee in BVI
What is an International Business Company (IBC)?
An international business company is a corporate vehicle having limited liability, which, provided it has no business activities in the British Virgin Islands, is wholly exempt from BVI tax on its income and from inheritance or estate tax on its shares. Only a nominal annual fee is payable to the Government (in most cases US$ 350.00). An IBC can have bank accounts in the BVI, deal with lawyers, accountants, trust companies and other professionals in the British Virgin Islands, hold company meetings and keep its accounting books and records in the BVI without breaching this restriction.
The international business company is the most widely used vehicle for offshore operations in the BVI; it normally takes the form of a private company limited by shares. The governing legislation is the International Business Companies Act 1984, updated by the International Business Companies (Amendment) Act 1990 and the International Business Companies (Amendment) Act 2002, which restricted bearer shares and imposed record-keeping requirements on professional intermediaries.
Statutory requirements however remain minimal, and flexible: only one director and one shareholder are required. Shareholders, directors and officers need not be resident in the BVI and there is no stipulation as to their nationality. There is no minimum capital requirement; shares may be either registered or bearer and may be issued in any currency (bearer shares now have to be deposited with an authorised intermediary, who must record the identity of the beneficial owner). Accounts need not be kept; however, if they are kept there is no requirement for an audit. No returns are needed of shareholders, directors or officers. Shareholders' and directors' meetings need not be held in the BVI and can be held by telephone. The memorandum and articles of association are the only documents to be held on the public record.
IBC status is granted subject to certain conditions: no business may be transacted with residents in the BVI. No ownership interest in real property in the BVI is permitted; property may be leased for office use only. Banking or trust business may be carried on only if an appropriate license is issued. Likewise, a licence is required to carry on insurance or re-insurance business. Engaging in the business of company management or providing registered facilities for BVI incorporated companies is not permitted. IBCs are permitted to own shares in other BVI companies, maintain bank accounts in the jurisdiction and employ the services of local professionals. IBCs are exempt from British Virgin Islands taxes by statute. It is usual to use a registered agent in the BVI to incorporate an IBC.
What are the Main Uses of a BVI International Business Company?
Uses of a BVI international business company: -
Holder of bank accounts, trusts, fixed deposits, investment plans and any other financial or commercial title;
Owner of the shares of other companies or legal entities;
Owner of apartments, houses, buildings and any other movable or immovable property or goods;
Manager and promoter of international business transactions;
Leasing of vehicles, machinery and others;
To give or receive money for loans, commissions or others;
Marketing and promotion of products and services;
Other commercial and financial activities, etc.
For persons who desire a basic income tax-neutral offshore asset protection and investment vehicle, we have developed a very flexible, modular offshore asset protection structure. This structure is particularly well suited to hold and protect cash, marketable securities, closely held business interests, receivables, and other personal property interests. With additional planning, it is also possible to protect real property within this structure.
This basic offshore asset protection and investment structure: provides a high degree of asset protection, along with other significant advantages, including: the opportunity for truly diversified investing in global markets otherwise closed to U.S. and U.K. investors; facilitation of the transfer of wealth to other family members while avoiding the hazards and restrictions of other forms of co-ownership; consolidation of management of family assets; ease of liquidation; restrictions on the access of non-family members (ex-spouses, etc.) to family assets; investment flexibility without the restrictions placed on trustee-directed investments, such as prudent investor rules.
Is income tax neutral, i.e., you will pay no more or no less tax than you would without the structure, and is intended to be fully disclosed to Internal Revenue Service, although it is designed to legally minimize required foreign entity information reporting. Can be designed to provide estate tax advantages in the same manner as a U.S. family limited partnership or family limited liability companies (LLC). Contains significant disincentives for future creditors designed to discourage a creditor attack. Provides privacy, but does not rely on secrecy for its effectiveness. Is very flexible and is designed so that it is easy to add assets or additional asset protection modules (such as additional domestic or offshore LLCs, IBCs or trusts) to the structure. Is designed so that partial or total liquidation is quick and easy.
The lynchpin in the structure is an offshore IBC, most often formed in BVI. An International Business Company (IBC), most often formed in the BVI, is formed to serve as the manager of the BVI IBC. Ownership of the managing IBC is structured according to the client's individual needs. Ideally, the IBC shares will be held by an offshore private foundation. The proper use of a Foundation in this capacity does not present the sorts of problems often raised by the use of offshore self-settled spendthrift asset protection trusts. This structure is very flexible and is modular; additional features may be added with relative ease to segregate and protect various classes of assets. Additional BVI IBC business identity services (mail, phone, fax, and e-mail) can be provided for a small annual fee.
This basic asset protection and investment structure is entirely legal, and is designed to be fully disclosed to the IRS (or UK IR). The structure will generally be treated no differently than U.S. structures for tax purposes, although there may be foreign entity and/or foreign trust information reporting requirements (which for most clients are less onerous than is often described). While the structure may open up tax-advantaged offshore investment opportunities for its owners, such as offshore variable life insurance and offshore variable annuities, there are no income tax advantages particular to this basic asset protection structure. The structure is designed to provide simple pass-through taxation.
How to Establish a BVI International Business Company (IBC)?
The British Virgin Islands international business company formation and registration process is quick and easy. For most companies the documentation is simple and brief and the official review and approval at Companies House are completed in approximately 48 hours. To this must be added our own management and processing time plus any time spent in finding a suitable company name. An IBC is incorporated by the filing in duplicate of the company's memorandum and articles with the Registrar of Companies (the "Registrar") signed by its registered agent as subscriber in the presence of and attested by a witness (S.3;12.3).
Included with the incorporating documents must be a certification by the company's registered agent that all the requirements of the IBC Ordinance in respect to incorporation have been complied with (S.14.1b). There is no requirement to publicize an intention to incorporate, nor is there any pre-approval by any BVI regulatory body. The registered agent is required to perform a due diligence review on the promoters of the company.
Every BVI company files a copy of its memorandum and articles of association with the Registrar of Companies upon incorporation. These documents can be extremely brief or very detailed, depending on the law in the particular jurisdiction and on the practices of the particular incorporation agent. These documents lay out all the general information about the company. Usually these documents describe the type of company, its address, operational objects, authorised capital, the procedure for appointing and dismissing directors and officers and their scope of competence and responsibility, the procedure of share allocation, how shareholder's meetings are called and the competence of such meetings and how it should be executed, the procedures of keeping accounts, liquidation and similar administrative matters that are characteristic to any corporate entity.
The memorandum and articles of an offshore company are usually signed by a person called a Subscriber or Incorporator. The Subscriber is simply a person (or, more often, a dedicated company) closely associated with your offshore service provider. The Subscriber essentially incorporates the company for you and acts as the first shareholder on your behalf. Otherwise you would have to travel to the offshore jurisdiction and sign the documentation personally. The Subscriber usually subscribes for the legally acceptable minimum amount of shares in the company. After the registration of the company, the initial Subscriber may remain registered on public file as the (nominee) shareholder, or the minimum amount of shares that he usually holds can be transferred to the actual client.
Having been satisfied that all of the IBC Ordinance's incorporation requirements have been met, the Registrar will register the memorandum and articles and issue a certificate of incorporation certifying that the company is incorporated on that date. If all appropriate information is provided to the registered agent, the filing of the memorandum and articles with the Registrar for the purpose of effecting incorporation can usually be accomplished within a business day. The issuance of a certificate of incorporation will usually follow within a couple of days thereafter.
All offshore jurisdictions require that all international business companies (non-resident companies, offshore companies, etc.) have an address in that country. This is called the registered address. The formal purpose of this address is to have an exact whereabouts of the company for the purpose of official correspondence or inquiries from the government. Most often these are just the annual report forms and the annual government fee notices that get sent to the registered address. Most offshore jurisdictions also require maintaining a registered agent within their territory. Usually the registered agent is located in the registered address of the company. The purpose is again the same, to have some person (or, more often, a firm) who acts as an "intermediary" between the government and the particular offshore company. The name and address of the registered agent are registered on public file in the Registrar of Companies, so this information is accessible to anyone who cares to ask.
An IBC is managed by a board of directors, which consists of one or more persons who can be either individuals or companies. The articles determine the number of directors. None of the directors need be residents of the British Virgin Islands. The first directors are elected by the subscriber(s) to the memorandum; and thereafter are elected and removed either by the members or, if the memorandum or articles permit, by the other directors. A company may maintain a register setting forth the names and addresses of the directors and if so, a copy must be kept at the registered office. The register need not be available for inspection by the public. However, the IBC may elect to register its register of directors with the Registrar, which then makes it available for public inspection.
Directors meetings may be held within or outside the BVI and a director participating in the meeting by electronic means will be deemed to be present at the meeting if all the directors participating are able to hear each other. A director must be given at least 3 days notice of a directors' meeting. However, a directors meeting which contravenes this requirement can still be valid if all of the directors or such majority as specified in the memorandum or articles have waived notice. The presence of a director at the meeting constitutes waiver on his part. A quorum for a meeting of directors, unless the memorandum or articles state otherwise, is half the total number of directors present in person or by alternate, at the commencement of the meeting. An action that may be taken by the directors at a meeting may also be taken by a unanimous resolution of the directors in writing or written electronic communication, without the need of any notice. More information about how to incorporate in BVI: click here to read more about how to incorporate a Business Company in BVI
British Virgin Islands Trusts
The trust law of the British Virgin Islands is based on English trust law. The Trustee Amendment Act 1993 (the "Amendment Act") updated the original British Virgin Islands Trustee Act (itself largely based on the English Trustee Act 1925). The Amendment Act introduced a fixed perpetuity period not exceeding 100 years, and has modern 'wait-and-see' provisions to deal with interests that might vest outside the perpetuity period. The Amendment Act also introduced purpose trusts.
BVI trusts are exempt from registration under the Registration and Records Act, and trustees are exempt from any need to file annual returns and from any other reporting requirements.
The majority of BVI trusts are exempt from all taxes provided there are no beneficiaries resident in the BVI and that the trust does not conduct any business in the BVI or own any land in the jurisdiction. The Amendment Act provided for the appointment of a 'protector of trust', effectively a supervisor of the trustee(s), and also managing and custodian trustees. With effect from 1 March 2004, three new pieces of Trust Legislation came into force in the BVI: -
The Virgin Islands Special Trusts Act (VISTA);
The Trustee (Amendment) Act; and
The Property (Miscellaneous Provisions) Act.
The Vista Act allows trustees of VISTA trusts which hold a shareholding in a BVI international business company to disengage the trustee from management responsibilities. The use of trusts to cater for the succession of shares in companies has historically been impeded by the 'prudent man of business' rule of English trust law which is designed to help preserve the value of trust investments. The new legislation leaves the responsibility for managing the company to the directors of the company.
The new Act applies only where there is an enabling provision in the trust instrument. Where the new Act applies, designated shares will be held on "trust to retain" and the trustee's duty to retain the shares as part of the trust fund will have precedence over any duty to preserve or enhance their value. It is also possible to amend existing trusts to allow the provisions of the VISTA Act to apply to them.
The Act is confined to shares in BVI business companies and Companies Act companies; and the trustee of a VISTA trust must be a company which holds a licence to undertake trust business under the Banks and Trust Companies Act, 1990.
The Trustee (Amendment) Act makes a number of amendments to the BVI Trust law. These include: new regulations improving the BVI's purpose trusts regime and some amendments in relation to conflicts of laws provisions, including robust, comprehensive and carefully crafted provisions protecting BVI trusts (and dispositions to their trustees) against "forced heirship" claims.
The Property (Miscellaneous Provisions) Act provides that deeds executed by individuals no longer need to be sealed. In July, 2005, the BVI said it would amend its trusts legislation so that special trust vehicles can hold shares in private trust companies (PTCs), thus broadening the appeal of the vehicles.
The Virgin Islands Special Trusts Act (VISTA), which came into effect in March 2004, allowed trustees of VISTA trusts which hold a shareholding in a BVI international business company to disengage the trustee from management responsibilities. The British Virgin Islands has had new laws on private trust companies from January 1, 2007.
According to Robert Mathavious, Managing Director and Chief Executive Officer of the BVI Financial Services Commission, speaking in November 2006, the legislation has been introduced by amending the Financial Services Commission Act and issuing a new Regulatory Code under that Act which enables certain categories of companies to apply, on a fast-track basis, for exemptions from the licensing requirements and other provisions of the BVI's Banks and Trust Companies Act.
The changes were applauded by the Society of Trust and Estate Practitioners (STEP), which has said that the introduction of the measures would make the BVI a highly attractive jurisdiction to use for the incorporation of private trust companies.
Deputy Chairman of STEP-BVI, Christopher Mckenzie observed that that the element of certainty that would be created by the new measures would attract those who are seeking a reputable jurisdiction in which to set up these sorts of structures.
The FSC announced in July 2007 that it expected regulations enabling the establishment of private trust companies to come into force during the course of coming month. The order made by the Executive Council anticipated this by setting the fees that will be payable by private trust companies.
We may help you to establish a: -
Discretionary Declaration of Trust;
Reserved Powers Trust;
Accumulation and Maintenance Trust (for children);
The British Virgin Islands have double tax treaties with the UK, Japan and Switzerland; in the last two cases, this means just that the UK's treaty with the countries concerned has been extended to the BVI. Prior to the introduction of the BVI BC Act, the benefit of these Double Tax Treaties applied only to BVI resident companies, which had to take the form of Companies Act (Cap. 285 - see this type of entity above) Companies. Since the overwhelming majority of BVI companies took the form of the business company, the limited partnership or the trust, all of which were exempt from taxes and fell outside the ambit of the Double Tax Treaties, offshore investors were not in a position to use the BVI Double Tax Treaties.
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Coddan accepts all major currencies; we accept Visa, Visa Electron, Visa Purchasing, JCB, MasterCard, Maestro, Solo, and Delta, we also accept cheques (may be held 10 days to clear), postal orders or cash deposit, and bank transfers from anywhere to our UK and USA bank accounts. After you place an order, details about the banking transfer will be e-mailed to you on the second e-mail notification. If you missed that e-mail, please call our phone number that is given on the order confirmation. The customer is responsible for the reimbursement of any bank wire transfer payments.
Our credit card payment processing is by WorldPay - an important part of The Royal Bank of Scotland Group, the 5th biggest banking group in the world. We do not charge surcharges for the debit and credit card transactions. Credit or debit card payment is now authorised online in real time. You will be informed immediately if your credit or debit card is declined. If declined, you may check the accuracy of the card number and expiration date, or choose a different card to try.
We need to receive a payment before we can proceed with a new company formation. For regular or corporate clients, we can open a professional credit account. However, this benefit cannot be provided to a new customer, who never placed orders with us.
If you do not feel comfortable transmitting your credit card details on the Internet, we suggest you place an order online, choose the option "Credit Card via the Phone" as the payment method, and then phone in to give us your credit card number over the phone. We will charge your credit card manually. We can also accept credit or debit card payments by fax, to do so, we will e-mail you a credit or debit card authorisation form, and you will need to print out the form, complete the details by hand and send it to us by fax to: + 44 (0) 207.681.3318.