Update: Beneficial Ownership Regulations in BVI

We would like to bring to your attention the recent amendment to the Beneficial Ownership Regulations in BVI, which now require all Business Companies and partnerships to file a Beneficial Ownership Register with the Registrar.

Filing Due Dates:

All Business Companies and partnerships shall maintain a Beneficial Ownership Register (“BO Register”) and Beneficial Ownership Declaration (“BO Declaration”). The BO Register shall be filed with the Registrar as follows:

New companies	Each company incorporated from 2nd January 2025 shall submit its beneficial ownership information to the Registrar within thirty (30) days of incorporation.
Existing companies	Each company incorporated and existing prior to 2nd January 2025 shall submit its beneficial ownership information to the Registrar within the transition period of 2nd January – 30th June 2025.

Note: For the existing companies, please be advised to submit the BO information before April 2025.

Government Fees:

New companies	$125.00 to the Registrar for filing beneficial ownership information.
Existing companies	No disbursement applies to the first filing.

*Our Service fee and guidance regarding filing of the same will be provided soon.

Compliance requirements

1. Identify all beneficial owner/s and controlling person/s holding 10% or equivalent in the company. If there are no shareholders holding more than 10% , it is required to indicate at least one person (exercise control). We reserve the right to request KYC on holders of less than 10%

2. Provide Registered Agent with : -

   a) certified true copies of photographic identification

   b) proof of address, and

   c) other documents deemed necessary from each person identified at Step 1. above to comply with the obligation.

3. Submit the Beneficial Ownership Register and signed Beneficial Ownership Declaration, and BO documents to Registered Agent.

4. The Registered Agent shall, upon receiving beneficial ownership information and documents from a company, submit such information forthwith to the Registrar.

In the event of a change in the beneficial ownership structure or the particulars of any beneficial owner’s information in the Register, the company must update the Registrar within 30 days of the change.

Failure to file BO information - penalties for non-compliance

	First to third months after the due date	Fourth to sixth months after the due date
Existing business companies and partnership	USD 600 per month	USD 800 per month

	First month after the due date	Second and third months after the due date	Fourth to sixth months after the due date
New business companies	USD 500	USD 550 per month	USD 600 per month
New partnership	USD 250	USD 300 per month	USD 350 per month

Failure to file changes- penalties for non-compliance

For each subsequent month or part thereof after the filing due date: USD 500 (up to a maximum penalty of USD6,000)

If the filing of the Beneficial Ownership Register remains outstanding for more than six months after the due date, or the maximum penalty is incurred, the Registrar may proceed to strike the company off the register. Apart from the penalties, the company will not be able to issue the Certificate of Good Standing and Certificate of Incumbency.

Please note that restoring a struck-off company can only be done through the courts, which may incur significant legal fees.

Please find the Beneficial Ownership Regulations Guidelines for your attention. The details of the filing process, along with the Beneficial Ownership Register and Beneficial Ownership Declaration, will be provided in January 2025.