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FAQs

 

How do I complete a Name Reservation for changing the name of an IBC?

The Name Reservation Section in VIRRGIN does not distinguish between names for BCs and IBCs. You can reserve the name in VIRRGIN and then submit as usual your Change of Name documents including the name reservation number (which you can print from the confirmation screen in VIRRGIN).

Will the FSC accept documents using the old method of hand delivery to the Registry after Wednesday 13 December?

Agents can continue to use their deposit account with the FSC. In fact this is a main stay of the VIRRGIN system. We suggest that as at 13 December Agents begin using VIRRGIN for the most efficient service including reserving names, new incorporations and post incorporations transactions.

Can an automatically re-registered company file an amendment and keep the same Memorandum & Articles that it had an IBC?

Yes it can. The transitional provisions allow for this.

What is the fee to obtain a Certificate of Good Standing for a former local company that has been automatically re-registered?

The fee is $25.00

Are existing professional funds, required to amend their memorandum and articles of association (M&A) to specify that i) the fund interests of the fund shall be issued only to professional investors; and ii) the initial investment of each investor in the fund, other than exempted investors, shall be not less than such sum as may be prescribed in the Mutual Funds Regulations? If so, in what time frame must this be completed?

Under paragraph 10 of Schedule 8 to SIBA, all existing professional funds are deemed to be recognised under section 55. Existing professional funds must therefore satisfy the criteria for such recognition, including the requirements of section 55(2)(c) that their constitutional documents should specify that i) the fund interest of the fund shall be issued only to professional investors; and ii) the initial investment of each investor in the fund, other than exempted investors, shall be not less that $100,000 (as prescribed in the Mutual Funds Regulations). In order to comply with this requirement, existing professional funds should amend their constitutional documents and provide evidence of same to the Commission before the second transition date of 12 October 2010.

However, as a matter of policy, where the Commission has granted approval under the BVI Business Companies Act, 2004, to an existing fund to voluntarily liquidate or where a liquidator has been appointed under the Insolvency Act, 2003, the fund would not be required to amend its constitutional documents to comply with section 55(2)(c).

In addition, where an existing fund is closed to new investors, or is otherwise winding down its business, it need not immediately amend its constitutional documents to comply with the requirement. However, the fund would be required to provide written confirmation to the Commission from its directors (supported by a board resolution) that it is closed to new investors or is winding down its business. Where the fund subsequently proposes to make an offer to new or existing investors it must, prior to the offering, amend its constitutional documents to comply with the requirements of section 55(2)(c)and file a copy of same with the Commission.

What is the tax structure in the BVI?

The BVI does not levy corporate income or capital gains taxes on companies (including insurance companies).

Who is a General Trust Licence holder?

A General Trust Licence holder is an entity which holds a valid general trust licence as prescribed by the Banks and Trust Companies Act, 1990 and enables the holder to carry on trust business without restrictions. Trust business as defined by this Act means "the business of (a) acting as a professional trustee, protector or administrator of a trust or settlement, (b) managing or administering any trust or settlement, and (c) company management as defined by the Company Management Act, 1990.

How do I conduct a company search?

Information on companies formed in the British Virgin Islands can be obtained from the BVI Commercial Registry. General information on a company's registration number, registered office, incorporation date, status and authorized capital, etc. is available. A small fee is charged for each search and various payment methods are available for your convenience.

Please contact the BVI Commercial Registry to conduct your search. Contact info: (284) 494 5355-phone or (284) 494 6331-fax.

How may I obtain a list of the Authorised Agents and Registered Agents of the BVI?

A list of the Authorised Registered Agents of the BVI may be accessed via this website.

Will the Registry still process Name Reservations for us?

Will the Registry still process Name Reservations for us?

What email address should I provide for automatic notices from the VIRRGIN system?

Please provide a general email address for automatic notices from the VIRRGIN system (i.e. approval notices, defect notifications etc.) to enable multiple members of your staff to access system generated emails.

If an automatically re-registered company is filing an amendment to prohibit the issuance bearer shares, is a declaration required?

Yes this requirement was carried forward to the BVIBC Act.

What annual fees will be applied to former local companies that are automatically re-registered?

Annual fees will be based on the company's stated capital. Please refer to the Transitional Provisions, Schedule 2 Part VI, Paragraph 48.

Are existing private and professional funds required to update their offering documents to contain the investment warning in accordance with Regulation 9(1) of the Mutual Fund Regulations?

Where the offering document of an existing private or professional fund does not contain an investment warning, the offering document must be amended to include same before the fund makes an offer or invitation to an investor or potential investor to purchase or subscribe for shares. This requirement is prescribed by Regulation 9 and takes effect on the first transition date of 3 August 2010.

The investment warning should be included in a prominent place in the fund’s offering document. Where no offering document is issued the investment warning should be provided to each investor as a separate document. The requirement to issue an investment warning is therefore a prerequisite to the making of an offer or invitation to purchase or subscribe for shares.

Existing funds that are not making an offer or invitation need not amend their offering documents unless and until they make an offer or invitation to investors or potential investors.

What is the number of captives active in the BVI?

Current statistics on captives may be found in the most recent edition of the BVI FSC Statistical Bulletin.

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