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The British Virgin Islands (BVI) is one of the most popular jurisdictions for company incorporation. It offers a simple incorporation process, a flexible corporate structure, and a well-established legal system, making it a popular choice for holding companies, investment vehicles, trading businesses, and special purpose vehicles (SPVs).
If you are planning to incorporate a BVI company, below are the main steps involved.
Step 1: Decide the Purpose of the Company
Before incorporating, you should first decide how the company will be used. This includes identifying its business activities, ownership, and management structure. Having a clear plan from the beginning helps ensure the company is set up correctly.
Step 2: Choose a Company Name
The proposed company name must be approved by the Registrar of Corporate Affairs. The name must be different from existing registered companies and comply with the requirements of the BVI Business Companies Act.
Step 3: Appoint the Directors and Shareholders
A BVI company must have at least one director and one shareholder. The same person or corporate entity may act as both director and shareholder, where permitted.
Step 4: Complete the Due Diligence Process
Before the company can be incorporated, the registered agent must complete its due diligence checks. This usually includes obtaining identification documents, proof of address, and information about the company’s beneficial owners and intended business activities.
Providing complete documents at the start can help avoid delays.
Step 5: Incorporate the Company
Once the due diligence process has been completed, the registered agent prepares and files the incorporation documents with the Registrar of Corporate Affairs.
After the application is approved, the company is incorporated and the Certificate of Incorporation is issued. The Directors are appointed and shares are allotted and issued to the shareholders. Each of the Register of Directors, Register of Members, and the Register of Beneficial Owners are then filed with the Registry of Corporate Affairs.
Step 6: Meet the Company’s Ongoing Requirements
After incorporation, the company must continue to meet its legal obligations (e.g. dealing with Economic Substance notifications, Beneficial Ownership filings, and Annual Financial Return
filing). This includes maintaining a registered agent and registered office in the BVI, keeping statutory records up to date, and completing any required annual filings.
Meeting these requirements helps keep the company in good standing.
How we can help
Hermes Corporate Services (BVI) Ltd. provides a full range of BVI corporate services, including:
• BVI company incorporations
• Registered agent and registered office services
• Corporate administration
• Statutory filings and ongoing compliance
• Corporate governance support
Whether you are setting up a new company or expanding your business internationally, our experienced team can guide you through the incorporation process and help keep your company compliant.
