I.Brief introduction of BVI：
BVI is the abbreviation of BRITISH VIRGIN ISLANDS, it located in the area of Caribbean, to the east of Puerto Rico. British Virgin Islands and the neighboring U.S. Virgin Islands and the Virgin Islands, together known as the Spanish Virgin Islands
British Virgin Islands is mainly composed of four iland, which includes Tortola, Virgin Gorda, Anegada and Jost Van Dyke , and other more than 50 small islands and rocks, of which approximately 15 islands are uninhabited. Tortola Island is the largest one of all the British Virgin Islands, it is about 20 km long, 5 km wide. The capital of Road Town is located in Tortola Island.
Adopted in 1984 the island government, According to the "International Business Companies Act" passed in 1984 by the island government, it allows foreign enterprises establishing offshore company in the local "", and provide a very favorable policy: the company set up here shall be exempted from all local taxes , only need to pay annual business license renewal fee; What’s more, there’s no need to report information about manager, or make public of accounts and annual reports. Therefore it has been seen as "tax havens"
II.The advantage of forming a BVI company:
1、Do not pay any local taxes, neither the auditor's report, only need to keep information to reflect the state of the economy
2、 Register capital can not actually put in place, and can open bank accounts around the world
3、 Can not have the company secretary
4、 Can plus Chinese company name
5、 In order to protect the interests of shareholders, Government will not release beneficiaries’s identity and privacy, all the businesses information of shareholders and directors will be kept confidential;
6、 Allow shell companies (having no business) to be exist and offshore business to be operated.
III.The conditions of forming a BVI company.
1、Company Name
According to International Business Companies Act,the regulation of company names are as follow:
1-1) the Company may use any text, but the last word must be "Limited", "Corporation", "Incorporated", "Societe Anonyme", "Sociedad Anonima" or the abbreviation "Ltd.", "Corp.", " Inc. "," S.A.
1-2） the following words can not be used without the permission of the Registrar:
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If the company name contains the following words and terms, it must first got the Registrar‘s permission. |
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Assurances |
Bank |
Building Societies |
Chamber of Commerce |
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Chartered |
Cooperative |
Imperial |
Municipal |
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Royal |
Trustee Company |
Trust Company |
Insurance |
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Insurance Brokers |
Insurance Agents |
Insurance Holding |
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1-3) Under the following conditions the name should not be used
1-3-1) It has the same name with the existence company;
1-3-2) The name implys under the Shelter of the Queen ;
1-3-3) It have the same name with the royal family members;
1-3-4) It is related to the name of the departments of the Queen’s government;
1-3-5) It is related to the autonomous regions or other local government names;
1-3-6) It has the same name with the associations and entities canonized by the royal family.
2、 Shareholders: Shareholders must be residents of any nationality (at least 18 years of age) or legal entities, at least one person; It is required to provide valid identity document (such as ID card, passport, passport) of the shareholders, the proof of address, and shareholding ratio of each shareholder;
3、 Directors: Directors must be residents of any nationality (at least 18 years of age)or legal entities, at least one person;
Note: The shareholders and directors may be the same person or legal entity
4、 Register Address: The address must be in BVI; this address can be registered addresses or a business address; If the address is provided by the company Secretary, it is general used for register, and used for receive latters from the government or bank on behalf of customers.
5、Company Register Agent: Company Registered Agent must be natural persons who has BVI permanent resident status or companies registered in BVI; on behalf of customers to receive correspondence from the government or banks;
6、Register capital: "Company Law" provides that: The minimum register capital is 5 million U.S. dollars; it can not actually put in place.
IV.Manner and time of incorporation
According to BVI “nternational Business Companies Act”, there are two ways to register a company
in BVI,
1) register a new company, the time required is 15 working days;
2) buying a shelf company (the shell company), the time required is 10 working days
V、All the document needed for forming a BVI company:
1) Registration certificate;
2) Memorandum and Articles of Association;
3) The articles of association;
4) 2 Company Chapters(a metal steel seal and an atomic rubber stamp (bank check stamp);
5) Share book;
6) The statutory shareholders, directors, secretary and one book of meeting record;
7) A green box to store the above material (used for deposite the documents and materials )
VI. Open a bank account:
When the BVI company is set up, you decide whether to open a bank account or not, At the same time, the company bank account can be opened at any bank anywhere in the world, as long as you are accepted by local bank;
Ⅶ.. Renewel (it is called annual review in Mainland)
According to "International Business Companies Act”, when you set up a company in BVI company set up for offshore management, you do not have to pay taxes to local government, but each year you should apply for license renewal procedures to the local government.
1、The renewal of the company register agent
2、The renewal of the company register address
3、The accounting of international business company license in its authorized capital:
4、Contributions of the license (two times):
After registering your company, the renewal time is divided into 2 periods per year as follows:
1) If you set up a BVI company in the first half year(from January to June):
BVI company's annual license renewal shall be submited before May 1st each year;
If you pay it from June 1st to July 31st, you shall pay an additional penalty of 10%;
If you pay it from August 1st to October 31st, you shall pay an additional fine of 50%;
Since November 1st, the company will be removed from the BVI Registry records;
2) If you set up a BVI company in the second half year(from July to December):
BVI company's annual license renewal shall be submited before November 1st each year;
If you pay it from December 1st to January 31st, you shall pay an additional penalty of 10%;
If you pay it from February 1st to April 31st, you shall pay an additional fine of 50%;
Since May 1st the companywill be removed from the BVI Registry records;
3) If the company is struck off from the Registrar of Companies, you may apply for restoration to the Companies Registry; the cost of restoration depends on the length of time to be removed.
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