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RELEVANT ELEMENTS OF THE
COUNTRYS
» Excellent corporations law
» Flexible corporations law.
» There are no taxes on international or banking
transactions
» There are no foreign currency control regulations
» Political and economic stability
» Excellent hotel accommodations
» Excellent international communication systems
» Qualified personnel
» There are no taxes on capital gains or income, or other
type of taxes
APPLICABLE LAW
BVI’s Law of International Business Corporations of 2004 (the Law BC of BVI), with its 2005 and 2006 amendments
NAME OF THE COMPANY
» The name of a BC
can include the expression “BVI Company Number” followed by the
number of the company in numbers and the required ending
» The name of a BC
can be conformed by an additional name together with its name in foreign
characters approved by the Registrar
PURPOSE
It is not necessary to
specify the objectives or purposes of a
BVI BC in the corporate charter and the by-laws
COMMERCIAL TRANSACTIONS
IBC’s can engage in any licit business in any country and carry out transactions in any currency they choose
DIRECTORS/DIGNITARIES, AND
SHAREHOLDERS
» Shareholders,
directors, and/or dignitaries can be natural or juridical
persons
» Any initial or
present change in the directors or dignitaries must be inscribed
in the Director(s) and Dignitary (Dignitaries) Registry and a copy
must be maintained in the Registered Office
» The first
directors must be appointed within six months following the date
of incorporation
» Directors can
grant general or special powers of attorney
» Companies are
allowed to have a sole director
» When a company has
one shareholder who in turn is a natural person
said shareholder is the sole director, said sole
shareholder/director can appoint a deputy director so he can act in
his place in the event of his demise
» Acceptance and
resignation of director(s) is obligatory
» Directors or
dignitaries need not be shareholders
» Shareholders,
directors and dignitaries can be of any nationality and be
residents of any country
» Shareholders and/or directors meetings can be held in any country and they can participate in same via power of attorney or any electronic media (telephone, fax, etc.)
REGISTERED OFFICE, CORPORATE
SEAL, AND LEGALIZATION
» It is required
that the Registered Office be located in the British Virgin
Islands
» Corporate seal
is obligatory
» The Apostille is
the method usually employed for the legalization of documents
REDOMICILIATION
Corporations from other jurisdictions can be expeditiously redomiciled in BVI
USE OF INTERNATIONAL BUSINESS
CORPORATIONS OF BRITISH ANGUILLA (B.A. IBC’s)
» Titleholder of
bank accounts, fix-term deposits, investment
projects, and any other financial or commercial title
» Proprietor of
shares of other corporations or legal entities
» Proprietor of
apartments, houses, buildings, ships and any other assets or
real estate or chattel
» Administrator or
promoter of international commercial transactions
» International
leasing of vehicles, machinery, ships, and other
» Receive or provide
money loans, pay or receive monies in accordance with
the commission’s law and other revenues
» Marketing and
promotion of products and services
» Other commercial
and financial activities
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» OFFICIAL LANGUAGE
English
» GOVERMENT
Ministerial democracy (United Kingdom Colony)
» STANDARD OF LIVING
High
» BANKING
International banking systems available.
» CURRENCY
Dollar of the United States of America (US$)
» INDUSTRY
Tourism and financial services
TAXES
Tax exemption on any commercial activity or transaction carried out outside the British Virgin Islands
SHARES
» There is no authorized capital or share capital in a
IBC
» The issuance of a
limited number of shares is allowed
» Nominative shares
are allowed
» Bearer shares are
permitted, subject to custody services
ANNUAL TAX DECLARATIONS
It is not obligatory to present annual performance declarations or reports nor financial statements; it is not obligatory to hold an annual general shareholders’ or directors meetings
INCORPORATION AND
ADMINISTRATION
» Ample
availability of company names for incorporations
» Familiarity with
incorporation documents (Corporate Charter and By-Laws, Incorporation
Certificate) due to the fact that BVI is a British jurisdiction
» The word “Limited”
can be used as part of the name of the company
» Incorporation
documents can be drafted in Spanish or in any other language accompanied by its
translation into English
» Expeditious
incorporation process and simple administration
» Incorporation
process takes from 5 to 6 days
» The Public
Registry of BVI is equipped with a modern and sophisticated computer system
that increases the speed and efficiency in the processing of
documents
» Corporations in
reserve available
» Registry of
mortgages on ships and airplanes is available
TRANSITORY DISPOSITIONS
» All maters related
with existing IBC’s are regulated by the Transitory Dispositions (one
of the annexes of the Business Corporation Law of BVI)
» IBC Law was in
force up to January 1, 2007
» On January 1,
2007, all existing IBC’s that had not been voluntarily reinscribed, where
automatically reinscribed in accordance with the Business
Corporation Law of BVI. All IBC’s incorporated before December 31,
2004 are subject to the Transitory Dispositions (special regulation)
REGISTRIES
» The books,
accounting records, and certificates of the company can be
kept in any place or country that the directors choose
» When a BC keeps a
copy of the Shareholders’ Registry and/or Directors’
Registry at the Registered Office, it will notify the Registered
Agent in writing within 15 days following the registration of the
change of the registry and will provide to the registered agent the
written registry of the address of the place or places where the
original Shareholders’ Registry or Directors’ Registry is kept
» When the place
where the original of the Shareholders’ Registry and/or
Directors’ Registry is kept changes, the BC will provide the
registered agent the physical address of the new location of the
registry within 14 days after the location change has taken place
» It is not
necessary to neither present nor register annual accounts
DOCUMENTS KEPT IN THE
REGISTERED OFFICE
» Corporate
Charter and By-Laws, and their amendments
» Copy of the
Shareholders’ Registry or Share Registry
» Copy of
Directors and Dignitaries Registry
» Copy of the
printout of the corporate seal
» Registry of
collections (if applicable)
COSTS AND HONORARIES
Reasonable
incorporation and maintenance costs
CORBETTI PEZZOTTI & QUIJANO
REQUIREMENTS
» Adequate
references of moral solvency and other due diligence documents, as
required
» Directors and
Dignitaries from Corbetti Pezzotti & Quijano can be appointed
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