Knowledge base · VG

British Virgin Islands

A Caribbean jurisdiction whose business company serves holding, joint-venture and fund structures; on the FATF grey list since June 2025, on the EU list of high-risk third countries since January 2026, and in Annex II of the EU tax list.

The BVI business company is a common holding, joint-venture, fund and finance vehicle in international groups. Every company must have a registered agent in the BVI, which verifies and files its beneficial-ownership information and receives its annual financial return.

The rules changed substantially from 2 January 2025. The beneficial-ownership threshold fell from 25% to 10%, and filing moved to a new Register of Beneficial Ownership on the VIRRGIN platform. Companies now file their register of members privately with the Registrar, with nominee and nominator details, and since 1 April 2026 banks and others with a legitimate interest can apply for core beneficial-ownership data. Companies have filed an annual financial return with their registered agent since the 2023 financial year, and limited partnerships since 2025.

The BVI has been on the FATF list of jurisdictions under increased monitoring since June 2025 and on the EU list of high-risk third countries since January 2026, and it is in Annex II of the EU list of non-cooperative jurisdictions for tax purposes. EU banks and other obliged entities therefore apply enhanced due diligence to BVI entities in a structure, which makes complete registers, a current certificate of good standing and evidence of source of wealth central to any bank file.

General information, not advice. Facts are stated as of the date on each page. Law, lists and rates change; the professional who acts for the entity confirms what applies to it. Chrysos performs no regulated act and gives no legal or tax advice.

Facts as of 30 October 2026

Beneficial ownership

Who is a beneficial owner: A natural person who ultimately owns or controls, directly or indirectly, 10% or more of the shares or voting rights, or who can appoint or remove a majority of the board or otherwise controls management. For a limited partnership, 10% of capital, profits or voting rights. The previous regime used 25%.
Register: The Register of Beneficial Ownership, kept by the Registrar of Corporate Affairs on the VIRRGIN platform, replaced the BOSS system from 2 January 2025. The company or partnership collects and keeps the information; its registered agent verifies it and files it. Listed entities, regulated BVI funds, entities held by a licensed or regulated trustee and government-owned entities are exempt from filing, not from keeping the information.
Deadlines: Within 30 days of incorporation, registration or continuation, and within 30 days of becoming aware of a change. Entities that existed before 2 January 2025 had to file by 1 January 2026. An entity exempt on conditions produces the information within 24 hours of a request.
Who can see it: Not public. Competent authorities and law enforcement have access. Since 1 April 2026 others with a legitimate interest — such as those investigating money laundering or terrorist or proliferation financing, and banks and other obliged entities doing customer due diligence — can apply. They see only owners at 25% or more or with control, and only name, month and year of birth, nationality, and the nature and extent of the interest. The entity is told and may object; an appeal stays disclosure.
Trusts: No central trust register. For a trust in an entity's ownership chain, the trustee, settlor, protector, beneficiaries with a vested interest and anyone with ultimate effective control are beneficial owners. Where a BVI-licensed corporate trustee acts, only the trustee is entered.
Nominees: Allowed, and disclosed. Since 2 January 2025 the register of members filed privately with the Registrar shows each nominator's name and address and the dates on which a nominee or nominator ceased to act. A director licensed by the FSC to provide director services is identified as such in the filed register of directors. A nominee does not change who the beneficial owner is.
Penalties: Tiered administrative fines under Schedule 3 of the 2024 Regulations, up to US$75,000 for failing to collect and keep accurate information. An entity that fails to file loses its good standing. Misuse of data obtained on a legitimate-interest application can lead to fines and bans from access.

Lists and exchange of information

EU tax list: Annex II — cooperative, with commitments still pending — unchanged at the Council revision of 9 October 2026. Listed in Annex I in February 2023 after a 'Partially Compliant' rating for exchange of information on request, and moved to Annex II in October 2023. The BVI has committed to an in-depth Global Forum review, aiming for at least 'Largely Compliant'.
FATF: On the FATF list of jurisdictions under increased monitoring (the grey list) since 13 June 2025, as Virgin Islands (UK), and still listed after the June 2026 plenary. The action plan covers risk-based supervision of trust and company service providers, investment businesses and virtual-asset service providers; beneficial-ownership data; the quality of suspicious activity reports; and money-laundering prosecutions.
EU high-risk third countries: Added by Commission Delegated Regulation (EU) 2026/83, published in the Official Journal on 9 January 2026. EU banks and other obliged entities apply enhanced due diligence to business relationships and transactions involving the BVI.
Exchange of information: Common Reporting Standard since 2017 as an early adopter; the amended CRS applies from 1 January 2026, and crypto-asset reporting (CARF) takes effect for 2027, with first exchanges in 2028. A Model 1B FATCA agreement, reporting to the International Tax Authority. The Global Forum's 2025 supplementary report kept the rating for exchange on request at 'Partially Compliant'.

4 forms

Legal entities

Company · BC

BVI business company

Law: BVI Business Companies Act, 2004 (as revised), amended in 2022 and 2024

The standard BVI company and the usual vehicle in owner-held structures. A separate legal person, usually limited by shares, with a mandatory registered agent in the BVI.

Members and officers: A BVI registered agent and registered office are mandatory. The first directors are appointed within 15 days of incorporation, cut from six months in 2024. The register of directors is filed with the Registrar.
Public register shows: The memorandum and articles with amendments, the register of charges and the names of current directors; a certificate of good standing on request. The register of members is filed privately and is not public unless the company chooses to make it so. Beneficial-ownership and economic-substance data are not public.
Accounts and audit: Accounting records and underlying documents are kept. From financial year 2023 an annual financial return — a simple balance sheet and income statement on the official template — goes to the registered agent within nine months of year-end. It is not filed with the Registrar or published, and needs no audit or particular accounting standard. Listed, FSC-regulated and tax-filing companies are exempt.
Economic substance: A company carrying on a relevant activity — banking, insurance, fund management, finance and leasing, headquarters, shipping, holding, IP, or distribution and service centre — shows substance in the BVI, or evidence of tax residence elsewhere. An annual declaration goes through the registered agent within six months of the period end. From 2025 periods, pure equity holding companies report whether they are active or passive.
Tax: Payroll tax applies to employment in the BVI, and stamp duty to BVI land and to interests in entities that own it.

How owners use it

Intermediate holding company for groups operating in several countries
Joint-venture company, with a tested shareholder-agreement framework and the BVI Commercial Court
Fund, special-purpose and finance vehicle
Family holding company under a trust or private trust company
Listing vehicle for Asian issuers

What comes with it

Given the FATF and EU high-risk listings, EU banks treat enhanced due diligence as standard for BVI entities and ask for source of wealth and funds and an ownership chart down to natural persons
The beneficial-ownership filing, the privately filed register of members and any nominator details must agree
A missed annual financial return is an offence, with fines up to US$5,000 in aggregate, and can lead to strike-off
Certificates of good standing now carry an expiry date, so counterparties ask for a recent one

Partnership · LP

Limited partnership

Law: Limited Partnership Act, 2017 (as revised)

General partners with unlimited liability and limited partners whose liability is limited. A BVI limited partnership has legal personality unless the general partners elect otherwise, irrevocably, at registration; even with personality it is not a body corporate.

Registration: A BVI registered agent and registered office are required; the agent's consent is filed at registration.
Beneficial ownership: Within the 2024 regulations. The test is 10% or more of capital, profits or voting rights.
Accounts and audit: An annual financial return to the registered agent within nine months of year-end, first for financial year 2025 — due 30 September 2026 for a calendar year. FSC-regulated partnerships that file statements with the FSC, such as funds, and those filing tax returns with Inland Revenue are exempt.
Economic substance: Within the Economic Substance (Companies and Limited Partnerships) Act 2018, on the same terms as companies.

How owners use it

Private equity, venture and closed-ended fund vehicles
Co-investment and carried-interest vehicles
Joint ventures

What comes with it

Banks ask for the partnership agreement, the general partner's documents and beneficial owners, and the fund's regulatory status
A late financial return is an offence and can lead to strike-off

Cell company · SPC

Segregated portfolio company

Law: BVI Business Companies Act 2004, Part VII; Segregated Portfolio Companies Regulations 2005

One company whose assets and liabilities are divided into segregated portfolios, each ring-fenced from the others and from the company's general assets.

Approval: Prior written FSC approval to incorporate or convert. A mutual-fund SPC appoints an administrator for each portfolio; an insurer SPC needs FSC approval for each new portfolio.
Members and officers: As for a business company, with a BVI registered agent.
Accounts and audit: Regulated SPCs report to the FSC under their regulatory law. Non-regulated SPCs, possible since 2018, file the annual financial return unless exempt.
Economic substance: As for a business company. Fund-management and insurance activity usually sits with the licensed manager or insurer.

How owners use it

Umbrella mutual and private funds
Captive and segregated-cell insurance
Ring-fenced holding or asset structures without regulation, since 2018

What comes with it

Counterparties ask for the FSC approval letter, the documents of the portfolio concerned and confirmation of which portfolio is contracting

Trust · VISTA · PTC

Trust, VISTA trust and private trust company

Law: Trustee Act, Cap. 303; Virgin Islands Special Trusts Act 2003, amended 2013; Banks and Trust Companies Act 1990

A trust has no legal personality; the trustee — an individual, a licensed trust company or a private trust company — holds the assets. A VISTA trust holds shares of a BVI company and disapplies the trustee's duty to monitor its management, so the company's own board keeps running it.

Trustees: A VISTA trust has at least one designated trustee, a BVI-licensed trust company or a BVI private trust company; since 2013 a PTC may act as sole trustee. A PTC is itself a BVI business company. Trust companies are licensed under the Banks and Trust Companies Act 1990.
Register: No public or central trust register. A trust in a company's ownership chain is captured by the company's beneficial-ownership filing; where the shares are held by a BVI-licensed or foreign-regulated trustee, the trustee's details are filed instead.
Accounts: A PTC files the annual financial return unless exempt. Trust accounts are not filed.

How owners use it

Succession for a family company, with the family board still running it (VISTA)
Family-office structures with a private trust company as trustee
Employee-benefit trusts

What comes with it

Where the trustee is not licensed, the trust is looked through to its settlor, protector, beneficiaries and anyone with effective control
Banks ask for the trust deed or extracts, the identities of settlor, protector, trustees and beneficiaries or their class, and the source of the settled wealth
The PTC's board and its own beneficial owners form part of the file

Sources

Facts as of 30 October 2026

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