Features & Advantages of IBCs

This selection is reprinted with the permission of Shirley & Associates, © 2000.

	Asset Protection: IBC’s are not required to keep assets or have bank accounts in the British Virgin Islands (BVI), nor are there restrictions or limitations on the uses of its assets and funds.
	Shares: Although the British Virgin Islands has not abolished bearer shares, there is now legislation in place which requires that Bearer Shares as of 2004 be held by a Qualified Custodian (this will usually be a bank or Trust Company in the BVI).  It will only be possible to issue bearer shares where they are issued directly to the custodian.  Registered shares are those shares issued in the name of the shareholder - however, there is privacy measures in place in the British Virgin Islands, as the Register of Members is held by the Registered Agent of the Company, and is not public information.  Shares of an IBC may be issued for consideration other than cash, such as for a promissory note. IBC legislation facilitates the transfer of assets between persons on a confidential basis, through the simple exchange of shares, rather than an exchange of the underlying assets. The Registered Agent of the IBC must have details of the shareholder or of an agent of the holder, in order to comply with notice requirements.  For more information - please see:  Bearer Share Update
	Board and Shareholders’ Meetings: There are no specific provisions in the law as to the frequency of such meetings, which may be held in any part of the world. Decisions reached by shareholders or the Board of Directors may be adopted without a physical meeting, so long as the resolution is duly approved through written or electronic means, such as telex, telegram, fax, etc.
	Business Activities: These companies may undertake any type of lawful business activity outside the British Virgin Islands. However, the law requires additional licensing for banking and trust activities, insurance services and members of the financial industry.
	Corporate and/or Nominee Officers and Directors: Shirley Trust Company Limited offers corporate officers and directors or nominees to ensure full service and confidentiality to clients. It is not necessary for the officers and directors to be residents of the British Virgin Islands, nor is it necessary for the officers to be directors of the company. Only one director is required, although it is recommended that more than one officer be appointed.
	Currency and Exchange Controls: There are no restrictions or controls on currency exchange in the British Virgin Islands. The US dollar is the local currency. IBC’s may be organised with authorised capital denominated in any currency.
	Documents & Records: With the exception of the Share Register, which must remain in the offices of the Registered Agent, all books and records of transactions may be maintained in any language and kept in any country. There are no requirements to file organisational or accounting information with the Registrar of Companies or any other governmental agency (other than the Memorandum and Articles of Association). Share registers are available for inspection only by registered shareholders or by order of a British Virgin Islands Court.
	Protection from Foreign Authorities: BVI law offers substantial protection to the shareholders of an IBC and to the IBC itself from legal actions of foreign authorities.
	Share Classes and Repurchases: Shares may be established and issued in different classes, with various preferences, privileges, voting rights or restrictions, in accordance with the resolutions adopted by the Board of Directors. An IBC may reacquire and reissue its own shares.
	Tax Advantages: IBC’s are exempt from all local taxes and stamp duty. In particular, they are not subject to income tax, nor are dividends, interest, income and other monetary benefits paid by an IBC to non-residents of the British Virgin Islands subject to taxation in the islands. Upon the sale or transfer of the IBC’s shares to a third person, capital gains tax is not payable under BVI law. Furthermore, IBC’s are not required to file tax returns or any other type of report or declaration to this government regarding foreign-source income.
	Transferability of Shares: Shares of an IBC are freely transferable, subject only to restrictions imposed by the IBC's organisation instruments or agreements among shareholders.

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updated 14-Jan-2007