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FAQs

 

What is the requirement for seeking approval for the change of a shareholder(s)/beneficial interest?

When changing a shareholder/beneficial interest of a bank, the Commission must be presented with a breakdown of the bank's proposed shareholding (which must indicate the number and percentage of shares held by each proposed shareholder). Additionally, information on the new shareholder must include the following:

  • Two professional character references (plus one financial reference)
  • A police certificate or notarized affidavit as to non- criminal record
  • A completed personal questionnaire
  • Notarized copy of individual passport identification page(s).
  • Detailed resume

What is the VIRRGIN service?

VIRRGIN is the FSC's internet based information network that provides on-line electronic access to the services of the Registry of Corporate Affairs including full electronic filing of all documents.

What is the Agent's Licence number on the VIRRGIN Registration Form?

Please provide the company's licence number (under the Banks and Trust act or the Company Management Act) issued by the FSC.

How do I file a BC complaint Memorandum & Articles?

Use Form R205 and submit the documents stated on page 2 of that form. Refer to the BVI Business Companies (Amendment of Schedules) Order, 2006 for requirements for M&A.

What is the approved form of the Notice of Appointment of registered agents?

Each Notice of Appointment must be submitted to the Registered using Form R303 - Notice of Appointment of Registered Agent which must be endorsed by the proposed registered agent giving his/her consent to act.

Where a person has lodged bearer shares with a custodian prior to the transition date but omitted to disapply paragraph 34A(2) of Schedule 2, what is the status of the bearer shares?

The bearer shares, by the operation of paragraph 35(5) of Schedule 2, would not be disabled by virtue of the fact that they were lodged with a custodian before the transition date. However, the company would not be able to issue bearer shares in the future or to convert/exchange bearer shares to/for registered shares without amending its memorandum to allow it to do so.

How long does it take to approve an application to be issued an insurer’s licence?

A decision on an application for an insurer’s licence may take up to 6 weeks where the BVI FSC receives a complete application. Submission of an incomplete application may lead to delays in processing of up to 6 months.

Who is a Company Manager?

A Company Manager is an entity that carries out company management business only, which is defined by the Company Management Act, 1990 as, "the provision of company management services for profit or reward in or from within the Virgin Islands".

I am interested in establishing a trust in the BVI, how should I proceed?

Information with respect to establishing a trust in the BVI should be directed to a General Trust Company or Legal Advocate in the British Virgin Islands. A listing of these persons can be obtained from this website.

What criteria are used to determine whether an applicant for a licence is & "fit and proper"?

In determining whether an individual is "fit and proper" the Commission will consider: (a) honesty, integrity and reputation (b) competence and capability and (c) financial soundness, of the principals and companies associated with the applicant.

How do I access VIRRGIN?

VIRRGIN may be accessed through the url https://VIRRGIN.bvifsc.vg after you have registered for access and received confirmation from the FSC of your login ID and password.

Why do you need a financial contact?

This is the person we will contact regarding any financial management issues, we will also provide notification for critical balance information on your deposit account.

What should the subscriber's clause state?

The Act does not specify this, but requires that the Memorandum & Articles be signed by the Registered Agent as registered Agent.

How can a change in Registered Office be filed?

A change in registered office must be filed in accordance with Section 92(4) of the Act.

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.

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