Industry Circular 45 of 2024 - BVI FSC Announces the Publication of its Beneficial Ownership Regulations Guidelines

BVI FSC Announces the Publication of its
Beneficial Ownership Regulations Guidelines

Tortola, British Virgin Islands - The BVI Financial Services Commission (the FSC) informs its regulated entities of the publication of its ‘Beneficial Ownership Regulations Guidelines’ (the Guidelines).

These Guidelines have been developed to provide assistance in understanding the requirements for collecting, maintaining and filing Beneficial Ownership (BO) information under the BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024 (the Regulations).

Beginning January 2025, all BVI Business Companies (BVIBCs) and Limited Partnerships will be required to file their beneficial ownership (BO) information with the Registry of Corporate Affairs via the FSC’s VIRRGIN system.  To aid entities in identifying the circumstances under which BO information should be filed, the Guidelines explain the difference between legal ownership and beneficial ownership in the context of the various types of BVIBCs and limited partnerships, and where ownership involves a trust or other legal arrangement, as well as ownership by control and BO under nominee relationships.  The Guidelines also explain the key obligations for beneficial owners, legal entities and Registered Agents under the Regulations, the BVI Business Companies Act and Limited Partnership Act. 

The Guidance provides details of the required data to be submitted via VIRRGIN by the legal entity itself along with information required for individual beneficial owners, licensed trustees, non-licensed trustees, other legal arrangements, listed companies and funds.  The deadlines for initial filing and filing of any changes to BO information are specified for BVIBCs and limited partnerships and the circumstances under which BVIBCs and limited partnerships may file for exemptions from filing BO information are also detailed.  

The Guidelines explain the duties and powers of the Registrar in relation to maintenance of records and removal of entries from the Register, as well as the ability to grant extensions of time for filing BO information. For completeness, the Guidelines also provide information on who can inspect the BO register and what information is available upon inspection by domestic competent authorities and law enforcement agencies as well as under the UK Exchange of Notes. 

The Guidelines also cover how rectification of the register may be applied for through the Court and how penalties may be imposed for any contravention of the Regulations, including the factors that will be taken into account when deciding the value of the penalty.

The FSC encourages all entities and beneficial owners to familiarise themselves with the Guidelines to ensure proper understanding of the requirements under the Regulations to file adequate, accurate and up to date information for all beneficial owners. 

Managing Director/CEO of the FSC, Mr Kenneth Baker, stated: “This Guidance is part of the FSC’s continued commitment to providing its regulated entities and relevant stakeholders with the necessary tools to help evaluate the atmosphere in which they do business, and to comply with our regulatory requirements.  The examples in the Guidance present varying scenarios of ownership structures, thereby assisting to remove ambiguities in identifying individuals who meet the beneficial ownership criteria and would thus be required to be reported via filings with our Registry of Corporate Affairs.  Equally important, the Guidance will assist regulated entities in evaluating risk, identifying potential risk exposure, better connecting relationships and mitigating risk. The implementation of the requirement to file beneficial ownership information with the Registrar is an important step toward ensuring and demonstrating our full compliance with FATF standards and we look forward to receiving the information in a timely manner.”       

The Beneficial Ownership Regulations Guidelines are available on the FSC's website.

Questions concerning this Circular may be directed to [email protected].