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GUIDE
Business Company's ('BC's') are companies incorporated in the British Virgin Islands ('BVI') under the International Business Companies Act, 2004 (All companies previously incorporated under the International Business Companies Act, 1984, automatically became subject to the BVIBC Act from 1st January 2007). BVI Business Companies (Amendment) Act, 2012. BVI BC's are a very popular and widely used offshore companies because of their administrative ease, flexibility, taxation exempt status and the fact that they are widely accepted and understood by the international financial community. BVI BC's may not own real property in the BVI, other than the lease of an office, and may not carry on banking or trust business (unless licensed under the Banks and Trust Companies Act, 1990) or insurance or re-insurance business (unless licensed in the BVI to carry on that business). Otherwise, BVI BC's may engage in any activity that is not illegal under the laws of the BVI subject to any restrictions in their Memorandum of Association.

BVI COMPANY INFORMATION

Procedure to Incorporate
Submission of the Memorandum and Articles of Association and a Certificate from the Registered Agent confirming compliance with the requirements of the ordinance.

Restrictions on Trading
Cannot trade within the British Virgin Islands or own real estate there. Cannot undertake the business of banking, insurance, assurance, reinsurance, fund management, collective investment schemes, trust management, trusteeship, the rendering of investment advice or any other activity that would suggest an association with the banking or insurance industries. Cannot offer its shares for sale to the public.

Language of Name
Latin Alphabet. Any name in a language other than English must be accompanies by a translation to ensure that the name is not restricted. The BVI Business Companies (Amendment) Act, 2012 provides detailed guidance on the use of foreign character names in the naming of the BVI Business Company.

Names Requiring Consent or Licence
Bank, building society, savings, loans, insurance, assurance, reinsurance, fund management, investment fund, trust, trustees, Chamber of Commerce, university, municipal or their foreign language equivalents.

Suffixes to Denote Limited Liability
Limited, Corporation, Incorporated, Société Anonyme, Sociedad Anónima or their relevant abbreviations.

Registered Office Required
Yes, must be maintained in the British Virgin Islands, and must be maintained at the office of a licensed management company.

BVI COMPLIANCE
Classes of Shares Permitted
Registered shares, shares of no par value, preference shares, redeemable shares and shares with or without voting rights. Financial Statement Requirements
Whilst there is no requirement to file audited accounts with the authorities, The BVI Mutual Assistance (Tax Matters) (Amendment) Act, 2012 states that it is mandatory for a company to keep reliable accounting records for a minimum of five years from the date of transaction. The records must include sufficient information to explain the company's transactions and determine the financial position of the company with reasonable accuracy.
The Registered Agent must maintain a written record of the physical address where the accounting records are maintained for each company.
BVI companies that fail to comply with the Act are liable to a fine of US$10,000 as stated in Section 98 (2) of the BVI BC Act, 2004.

Taxation
A Business Company does not pay any tax on its world-wide profits to the British Virgin Islands authorities. Double Taxation Agreements
The British Virgin Islands has treaties with Japan and Switzerland, although they have limited benefit and are not applicable to offshore business.

Directors
The minimum number of directors is one. Directors may be natural persons or bodies corporate. They can be of any nationality and need not be resident. A copy of the Register of Directors must be held at the Registered Office and any changes to the Register must be sent to the Registered Office within 15 days of the change. Failure to do so may result in a fine of US$10,000

Company Secretary
A company secretary is not a requirement under the Act, but a secretary is normally appointed to facilitate signing obligations.
An imprint of the Company Seal must be held at the Registered Office. Failure to do so may result in a fine of US$10,000. If the Minute Books containing records of meetings of members and directors are not held at the Registered Office the address at which these books are held needs to be provided.

Shareholders
The minimum number of shareholders is one.
A copy of the Register of Members must be held at the Registered Office and any changes to the Register must be sent to the Registered Office within 15 days of the change. Failure to do so may result in a fine of US$10,000.

Registration procedure
1. Provide your company name , passport no and your address to register;
2. Pay the charges and Sign the document;
3. Take the completed documents 15-20 working days later;
4. Receive company complete file.