Step 1 – Approve the name
Name reservation if fairly quick process. Approval is given almost immediately.
In 2012 The BVI Business Companies Act was amended with detailed description of company name’s requirements, that are stated, inter alia, in BVI Business Companies Regulations, 2012.
Restrictions
No BVI BC shall be registered, whether on incorporation, continuation, merger or consolidation under a name:
- that is identical to the name under which a BVI BC is or has been registered under the BVI BC Act or a former Act , or is so similar to the name under which a BVI BC is or has been registered under the BC Act or a former Act, or whose use would, in the opinion of the Registrar, be likely to confuse or mislead
- that contains a restricted word or phrase, unless the Commission has given its prior written consent to the use of the word or phrase; or that, in the opinion of the Registrar, is offensive or, for any other reason, objectionable. The list of restricted words is stated in BVI Business Companies (Restricted Company Names) Notice, 2013 and BVI Business Companies (Restricted Company Names) (Amendment) Notice, 2015.
Mandatory words
The name of a limited company, shall end with the word “Limited”, “Corporation” or “Incorporated”; the words “Societe Anonyme” or “Sociedad Anonima”; the abbreviation “Ltd”, “Corp”, “Inc” or “S.A.”; or such other word or words, or abbreviations thereof, as may be specified in any Regulations adopted by the BVI Government.
The name of an unlimited company shall end with the word “Unlimited” or the abbreviation “Unltd”.
The name of a restricted purposes company shall end with the phrase “(SPV) Limited” or the phrase “(SPV) Ltd”.
The name of a segregated portfolio company shall include the designation “Segregated Portfolio Company” or “SPC” placed immediately before one of the endings specified above, or a permitted abbreviation thereof. The name of a segregated portfolio company that is a restricted purposes company shall include the designation “(SPV)” immediately before or immediately after the designation specified above.
Where the abbreviation “Ltd”, “Corp” or “Inc” is used, a full stop may be inserted at the end of the abbreviation.
Language of the name
Names may be expressed in any language using the Latin alphabet. If the name of a company has a meaning in a language other than English, the application to register the company under that name shall be accompanied by a certified translation of the name.
A company may apply to register an additional foreign character name. An application to the Registrar for the approval and registration of a foreign character name may be made together with the application to incorporate or continue the company or at any time thereafter. The application shall be accompanied by a certified statement of a competent translator, confirming whether or not the foreign character name is a translation of, or has a meaning equivalent to, the name or proposed name of the company and specifying the meaning of the foreign character name.
Step 2 – State corporate features of your future company
You can either fill in the instruction form or simply send us the details:
The Authorised Capital
There is no concept of authorised capital or authorised share capital in the BVI BC.
In case a BVI BC is authorised to issue bearer shares, the BVI BC shall be subject to the appointment of a Custodian for its bearer shares. Most effective number of shares (maximum amount at minimum state fee) is 50,000 shares.
If a BVI BC is limited by a guarantee, the M&AA shall state the amount which each guaranteed member of the BVI BC is liable to contribute to the BVI BC’s assets in the event a voluntary or an Insolvency Act liquidator is appointed whilst he is a member.
Special Clauses
Unless there is a particular reason for requesting that an additional or special clause be included or a particular clause deleted, or that any other amendment be made, it is suggested that our existing standard Memorandum of Association and Articles of Association be used.
Under the new BVI BC Act there is no requirement to specify the purposes of the BVI BC in the M&AA
Directors
Provide us with Directors details. The minimum number of directors is one, who may be a natural person or a body corporate. They may be of any nationality and need not be resident in the BVI. The directors’ names will never appear on any public document, unless the company chooses to do so. In order to increase the confidentiality you may opt for Apollo nominee director’s services.
Shareholders
Provide us with Shareholders details. The minimum number of shareholders is one, who may be a natural person or a corporate body. They may be of any nationality and need not be resident in the BVI. The shareholders’ names will never appear on any public document. This information will remain confidential. In order to increase the confidentiality you may opt for Apollo nominee shareholder’s services.
Once the details of your future company are received we send you an invoice with our banking coordinates, for settlement of our fees by Swift wire bank transfer, or by Credit Card.
Step 3 – We register your company with the features of your choice
Submission of the Memorandum and Articles of Association and a Certificate from the Registered Agent confirming compliance with the requirements of the ordinance is required to start the process of incorporation.
A new incorporated company will take approximately 3/4 days; Time to Notarise and Apostil all documents, aproximatly 4/5days; Delivery by DHL 2-3 days.
- The documents which will be included in corporate set are:
- Certificate of Incorporation
- Memorandum of Association
- Articles of Association
- Resolution appointing first director
- Share certificates
- Register of Director
- Register of Shareholder
- Resolution of Directors to the effect of allotment of shares
Once the documents are ready the order is dispatched to you immediately by any courier service.
