British Virgin Islands - IBC Company Incorporation

An International Business Company is a limited liability company and providing it has no business activities in the British Virgin Islands, is wholly exempt from BVI tax on its income.

By incorporating in the BVI, a business gains a wide range of competitive advantages, including:

• Exemption from all local taxes and stamp duty
• Flexible and creative corporate structures for international businesses
• Online name reservation and incorporation within 2 days
• Customised corporate certificates and document verification
• No required public disclosure of company officers or shareholder
• No accounting, organisational or annual general meeting requirements
• Option of one or more shareholder(s) or director(s)
• No residency requirements
• Shares issued in any currency or for consideration other than cash

BVI IBC Incorporation

The British Virgin Islands are a popular offshore jurisdiction, with good regulation rules, a prosperous economy and stable political situation. In the BVI the IBC is very quick and simple to incorporate requiring minimum administration, providing privacy, asset protection and limited liability.

International Business Company (IBC)

• Please state the preferred name for the company
• The names of the Directors of the new company
• A list of shareholders to whom we should issue shares in the company, together with the number of shares to be issued to each

Unless otherwise instructed, we will incorporate your Company with an authorised share capital of US$50,000, divided into 50,000 shares of US$1 par value each.

The Company documents sent to you will contain:

• Minutes of the first inaugural meetings
• Copies of the Memorandum of Association and Articles of Association
• Certificate of Incorporation
• Share Certificates for each shareholder specified, plus two blank certificates

Company Name

The company name must end in Limited, Corporation, Incorporated, Sociedad Anónima, Société Anonyme, or their abbreviations Ltd., Corp., Inc., S.A., to indicate the Limited Liability of the shareholders.

We conduct an online search to discover whether a name is in use or has been in use and can advise you on whether your proposed name is likely to be accepted by the Registry.

Once a name has been reserved, we will then proceed with incorporation of your IBC. This process typically takes two days.

Decide on the company’s Registered Office

Every company must have a registered office. The registered office is where documents may be legally served on the company. The registered office must be a physical address in the BVI. We can provide our clients with a registered office in the BVI.

The Memorandum and Articles

Every company must have a memorandum and articles of association that complies with the Act. The memorandum and articles are the equivalent of a company’s constitution. The matters covered by the memorandum and articles include the company’s internal governance procedures and the relationship between its members.

Directors and Shareholders

Every company must have at least one shareholder and at least one director, who may be the same person.

Only licensed trust companies or licensed company managers may provide nominee shareholder services or act as a director by way of business.

Applying to the Registrar

We will file a completed application form at the Registry together with:

• The memorandum and articles of association and
• Consent to act as registered agent

If the Registry is satisfied it will:

• Register the documents
• Allot a unique company number
• Issue a certificate of incorporation
• Return the copies of the memorandum and articles stamped with the Registry seal

Taxation

A British Virgin Islands IBC is exempt from:

• Payment of all forms of local taxation
• Payment of stamp duties for transactions in respect of its shares, debt obligations or other securities
• Payment of stamp duties with respect to all instruments relating in any way to its assets or activities