Offshore Incorporation (British Virgin Islands)
We set up your BVI business company from Singapore and handle the yearly filings that keep it in good standing, with the Singapore side planned from the start.
What Is a BVI Business Company?
The Virgin Islands, commonly referred to as the British Virgin Islands (BVI), is a British overseas territory located in the Caribbean to the east of Puerto Rico. Financial services and tourism are the twin pillars of its economy, and it is a common law jurisdiction, with final appeals to the Privy Council in London.
A BVI company is a corporation one or more people or entities form in the British Virgin Islands. Today it is a BVI business company, formed under the BVI Business Companies Act. Older guides call it an IBC (international business company), but that regime has ended: every IBC on the register at the end of 2006 was re-registered under the Act from 1 January 2007.
Key Benefits
- No minimum capital requirement
- Shares with or without a par value, and par value shares in any currency
- No company secretary required
- One shareholder and one director are enough
- No BVI income tax on the company or on the amounts it pays
- A short annual financial return, filed with the registered agent rather than the Registrar
- Beneficial ownership details are held by the Registrar and are not public
- We can help with Singapore bank account applications where possible; the bank decides
Who a BVI Company Suits
The usual reasons are holding and neutrality rather than trading:
- One company to hold overseas investments or subsidiaries when the owners live in different countries
- Joint ventures where the parties want a company law that none of them is based in
- Structures where an investor or a counterparty has asked for a BVI company
If the business will be run from Singapore, a Singapore company is often better: IRAS taxes income from a business carried on in Singapore wherever the company is incorporated. We can incorporate a Singapore company instead, or set up both.
What We Handle for Your BVI Company
Incorporation
Name check, share structure, memorandum and articles, first directors and shares, through to the certificate of incorporation.
Registered agent and office
BVI law requires a registered office and a licensed registered agent in the BVI at all times, and only the registered agent can file the incorporation. Your company has both from day one.
Annual fee and financial return
We keep track of the annual government fee and take care of the annual financial return, a short balance sheet and income statement.
Economic substance
Every company reports each year, even with no relevant activity. We confirm the category, since starting to lend or earn royalties can bring a fuller test.
Directors and owners
We keep the register of directors and the beneficial ownership details up to date.
The Singapore side
Help with Singapore bank account applications where possible (the bank decides), a Singapore tax review by our corporate tax team, and company secretary support for any Singapore company it owns.
Your Yearly Filing Calendar
| What | When | Goes to |
|---|---|---|
| Annual government fee | Each year, on a due date that depends on when the company was incorporated | Registrar of Corporate Affairs |
| Economic substance report | Within 6 months after the financial year end | Registered agent |
| Annual financial return | Within 9 months after the financial year end | Registered agent |
| Changes of directors | Within 30 days of the change | Registrar of Corporate Affairs |
Want the full picture? Our guide to setting up a BVI or Cayman company from Singapore compares the two and covers Singapore tax on offshore income. Weighing the Cayman Islands instead? See our Cayman Islands exempted company page.
Singapore Tax and Banking: What to Know First
The BVI does not tax the company, so Singapore’s rules decide the result. Income from a business carried on in Singapore is taxed here, and so is foreign income received in Singapore by an entity located here (IRAS). Section 10L can also tax gains on selling foreign assets, such as shares in an overseas company, received here by a group entity without adequate economic substance in Singapore.
On bank accounts, the bank decides: under MAS Notice 626, it must identify the individuals who ultimately own a company and understand its ownership structure, with enhanced checks for higher-risk customers.
How We Set Up Your BVI Company
- Tell us the planWhat the company will do, who owns and runs it, and where it will bank. We quote once we understand the structure.
- Due diligenceWe verify each director, shareholder and beneficial owner from the documents below.
- IncorporationThe memorandum and articles are filed, and the Registrar issues the certificate of incorporation.
- First filingsDirectors appointed, shares issued, the register of directors filed and the bank application started where possible.
Documents You Will Usually Need
- A certified copy of the passport of each director, shareholder and beneficial owner
- Proof of residential address for each of them
- An ownership chart that ends with the individuals at the top
- A short description of the business and where it will operate
- Evidence of the source of funds
- For a corporate shareholder: its certificate of incorporation, constitution and register of directors
Excellence Singapore is an ACRA-registered corporate service provider that has supported more than 4,000 businesses since 2013.
Set Up Your BVI Business Company
Tell us what the company will do and where it will bank, and we will confirm whether a BVI company fits and quote for the work.
Frequently Asked Questions About BVI Company Incorporation
Usually a certified passport copy and proof of address for each director, shareholder and beneficial owner, an ownership chart up to the individuals, a short business description and evidence of the source of funds. We confirm the list once we understand the structure.
It pays the annual government fee, reports its economic substance position to its registered agent within six months after the financial year end, and files an annual financial return with its registered agent within nine months. Changes of directors go to the Registrar within 30 days.
We can help with Singapore bank account applications where possible; the bank decides. Singapore banks must identify the individuals who ultimately own a company. A clear reason to bank here, a simple ownership chart and evidence of the source of funds help.
It can be. Income from a business carried on in Singapore is taxed here, and foreign income received in Singapore by an entity located here is taxable. A foreign business that does not operate in or from Singapore can remit foreign income without Singapore tax. Our tax team can review how this applies to you.
The beneficial ownership register is kept by the Registrar and is not public. Apart from the authorities, only people who show a legitimate interest can apply for access, and they see details only of beneficial owners holding 25% or more. The Registrar does give out a list of a company's directors on request.
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The incorporation form is specifically for Singapore (SG) incorporation. For any other types of incorporation, please feel free to reach out to us for a different incorporation form.
Incorporation FormNeed A Hand? We Got You
