The BVI Business Companies Act (Amendment of Schedule 1) (No. 3) Order, 2016 was passed on 20 December 2016 and sets out new fees to be charged to BVI Business Companies by the Registry of Corporate Affairs in the BVI. The new fees will come into force in the coming months although the exact timetable is subject to change – currently it is envisaged that changes may not come into force until 2018. Key changes are summarised below.

Incorporation

The incorporation fee for a standard company authorised to issue up to 50,000 shares will increase to $450 (from US$ 350) and, for a standard company authorised to issue more than 50,000 shares, to $1,200 (from US$1,100). There will no longer be a separate fee for a new company to register its initial Register of Directors (the current fee is US$50).

Annual Fee

The annual fee payable to maintain a standard company authorised to issue up to 50,000 shares increases to $450 (from US$350) and, for a standard company authorised to issued more than 50,000 shares, to $1,200 (from US$1,100).

General filing fees

Other Registry fees will also increase by varying amounts, for example:

  • Filing fees for a notice of amendment or restatement of memorandum and articles of association will double (from US$25 to US$50 if filed within 30 days)
  • Filing fees for an application to change a name will double (from US$25 to US$50)
  • Filing fees for a registration of charge will increase from US$100 to US$200
  • For the continuation into the BVI as a standard company authorised to issue no more than 50,000 shares, the fee will increase from US$ 500 to US$1,000 and for the continuation into the BVI as a standard company authorised to issue more than 50,000 shares, the fee will increase from US1,100 to US1,500
  • For the registration of a notice of continuation out of the BVI, the fee will increase to US$1,100 from US$250
  • For the restoration of the name of a company to the Register if the application for restoration is made six months or less after the date that the name of the company was struck from the Register, the fee will increase from US$375 to US$500, and if the application for restoration is made more than six months after the date that the name of the company was struck from the Register, the fee will increase from US$775 to US$1,500.

Penalties

There are no changes to the percentages according to which penalties for late payment of annual fees are calculated. If annual fees are paid within two months after the due date, the percentage is 10%, and if paid on or after the date falling two months after the due date, the percentage is 50%. However, due to the increased base fees, the monetary value of late payment penalties will be higher.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.