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.

Share certificates can be signed by only one director if desired.

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

When the Registry is satisfied it will:

  • Register the documents
  • Allot a company number
  • Issue a certificate of incorporation
  • Return stamped copies of the Memorandum and Articles

Meetings of Directors and Shareholders

There is no statutory requirement for IBC companies in the BVI to hold annual general meetings. Company board meetings can be held anywhere in the world, and can be conducted by electronic means.

Reporting Requirements

There are no strict reporting requirements in BVI and an IBC does not need to prepare financial statements or company accounts. The company should maintain only those accounts or records which the company directors consider to be necessary for their own use; and these can be kept anywhere in the world. There is no need to file annual returns for an IBC.

There is a requirement to maintain the Register of Directors and the Register of Shareholders at the Registered Office of the company.

Company Records and Annual Financial Statements

It is mandatory for a Register of Directors to be kept at the BVI registered office. Information about the directors will remain confidential to third parties.

Incorporation Requirements

  • There should be at least one person who will be the company director and shareholder
  • There needs to be a local registered agent in the BVI
  • There should also be registered office address in BVI

Registered address and local registered agent can be provided by Formacompany.

Incorporate a British Virgin Island company

We can assist you with the incorporation of an IBC British Virgin Island company. Please visit our prices and fees page for details on our services

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