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An Analysis Of BVI Corporate Law

By Kevin Wagner


Laws are part and parcel of the norms and cultures of all countries, with individuals and corporations alike mandated to adhere to certain codes of conduct. While regulations may not be the same in all countries, there are some that are universally recognizable. Companies that are based in the British Virgin Islands ought to abide by the stipulations of the BVI corporate law formulated in 2004 and amended in the year 2015.

The first thing that is easily apparent is that the act permits many types of companies to do business in the country. This is what essentially attracts many investors to set up base in the area. The most common corporate organizations present are limited liability companies. Others include unlimited companies and those that are limited by guarantee.

The Financial Services Commission handles the registration bit among other duties. This is the only agency that is legally mandated to oversee company registration. Its other duties include supervising and regulating the local financial scene.

While registering a company seems all too straightforward in most countries, the same cannot be said about registration in the BVI. The law stipulates that only licensed and registered agents can apply for incorporation. This is a process that cannot simply be done by an ordinary individual, even if one were the sole proprietor.

An incorporation certificate can only be issued once upon the completion of a set of steps. To begin with, a company name must be agreed upon. There are no shortcuts here, with every applicant required to present a name that is untaken or bears no similarity to other existing entities.

The memorandum of association comes next. At this stage, the finer details of the corporation are brought to light. It acts as a constitution to the institution. Authorities insist it must indicate the type of company, its ownership distribution and the internal regulations it operates by.

A physical location is another mandatory requirement. Every company must also station a licensed agent in its office. Directors must also be elected and the list made available to all stakeholders. Companies that flout these laws are usually punished by deregistration and revocation of their incorporation certificates.

There are several additional things that licensed corporations must do annually. They must present their registers, audit reports, accounting records, license fees, financial statements and details of their shareholder meetings. Licensing fees can either be paid before end of May or November, depending on when the concerned companies were incorporated.

The primary reason why many corporations prefer the BVI to other countries is the tax friendly laws in place. The government does not levy taxes on capital gains. Furthermore, it does not levy VAT on sold goods and services. To cap it all, there are no double taxation arrangements with other governments.

Provided one is well informed, setting up a corporation should be simple. There is very little bureaucracy in the whole process, which is quite uncommon in other locations. The only thing one ought to do is hire a good agent to help facilitate the process of incorporation.




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