Insurance

Are existing professional funds, required to amend their memorandum and articles of association (M&A) to specify that i) the fund interests of the fund shall be issued only to professional investors; and ii) the initial investment of each investor in the fund, other than exempted investors, shall be not less than such sum as may be prescribed in the Mutual Funds Regulations? If so, in what time frame must this be completed?

Under paragraph 10 of Schedule 8 to SIBA, all existing professional funds are deemed to be recognised under section 55. Existing professional funds must therefore satisfy the criteria for such recognition, including the requirements of section 55(2)(c)  that their constitutional documents should  specify that i) the fund interest of the fund shall be issued only to professional investors; and ii) the initial investment of each investor in the fund, other than exempted investors, shall be not less that $100,000 (as prescribed in the Mutual Funds Regulations). In order to comply with this requirement, existing professional funds should amend their constitutional documents and provide evidence of same to the Commission before the second transition date of 12 October 2010.
 
However, as a matter of policy,  where the Commission has granted approval under the BVI Business Companies Act, 2004, to an existing fund  to voluntarily liquidate or where a liquidator has been appointed under the Insolvency Act, 2003, the fund would not be required  to amend its constitutional documents to comply with section 55(2)(c).
 
In addition, where an existing fund is closed to new investors, or is otherwise winding down its business, it need not immediately amend its constitutional documents to comply with the requirement.  However, the fund would be required to provide written confirmation to the Commission from its directors (supported by a board resolution) that it is closed to new investors or is winding down its business. Where the fund subsequently proposes to make an offer to new or existing investors it must, prior to the offering, amend its constitutional documents to comply with the requirements of section 55(2)(c)and file a copy of same with the Commission.

Contact Information

British Virgin Islands Financial Services Commission


Pasea Estate
P.O. Box 418
Road Town, Tortola, VG 1110
British Virgin Islands

Tel: 284-494-1324 or 284-494-4190 GMT – 4:00
Fax: 284-494-5016
Hours: Monday-Friday 8:30a.m. - 4:30p.m.
commissioner@bvifsc.vg