The British Virgin Islands IBC and Bearer Shares
The past two years have been very busy ones for the British Virgin Islands; the BVI Business Companies Act 2004 (the BVIBC Act) came into effect on 1 January 2005 and combined two previous pieces of legislation – the IBC Act and the local Companies Act. Please click here for a full discussion of the Act.
The Press Release No. 5 of 2007 issued by the BVI Financial Services Commission on July 3, 2007 announced, inter alia, that the M&As of every IBC will be amended automatically as of December 31st, 2009 to prohibit the issuance of bearer shares without the need to file a resolution amending the M&A's.
As a result of the above, on December 31st, 2009, all BVI companies will become non-bearer share companies. If you wish, you can send us the existing bearer share certificates prior to that date so we can replace them with registered shares. We can provide nominee shareholders for a moderate fee in case the client does not want to appear as a registered shareholder of a company.
This means that only companies that wish to continue to have bearer shares after January 1st, 2010 will need to amend their M&A's. As a consequence, the vast majority of former IBCs need to do nothing for the time being.
Please also note that the higher annual licence fee for bearer share companies that was supposed to enter into effect on January 1st, 2008 has been postponed until January 1st, 2010. Therefore, the annual licence fee for all companies with a capital not exceeding $50,000 will continue to be $350 until the year 2010, regardless of whether the shares are issued to bearer or in registered form.
We hope that you will be pleased with this announcement, which will save all of us a lot of work and expenses. The flexibility shown by the BVI authorities should be commended. It shows that the jurisdiction is committed to continue playing a leading role in the off-shore area.
information can be found by visiting
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