The British
Virgin Islands Financial Services Commission (BVI FSC) has published guidance
stating the target dates by which most key transactions relating to beneficial
ownership can be reported to the Registry of Corporate Affairs.
Beneficial ownership reporting via the newly built VIRRGIN system officially began on 2 January 2025, but the system is still in the process of implementation. It was always expected that the various types of filing transactions would be rolled out incrementally in accordance with pre-determined timelines
Accordingly, the
first function to be implemented is to be the Amendment to Register of
Directors – Notice of Changes (Single Filing), with a target launch date of 16
March 2025. Amendment to Register of Directors – Correction of Directors
(Single Filing) will follow on 4 April 2025. Filings of single changes to the
register of members will be possible on 1 May 2025. Notices of single changes
to the register of Beneficial Ownership will be allowed from 16 May. The BVI
FSC notes that dates this far in the future are subject to change if necessary.
Most agents will
prefer to use batch- or bulk-filing to facilitate their filing obligation,
given the large volume of filing to be done. The development team is currently
finalising the schema for this type of filing, which will be shared with all
agents ahead of the function's launch.
Several
technical, legislative and logistical concerns have been raised by industry
practitioners since beneficial ownership reporting began on 2 January 2025. The
BVI FSC has now issued a circular addressing the most frequently asked
questions. Clarifications include that:
the system will
only prompt the filer to add supporting documentation if the given name or
surname is missing or if a partial or no date of birth is entered;
the only beneficial
ownership information needing to be filed regarding trusts is the name of the
licensed trustee; and
where a
beneficial owner cannot be identified for an entity whose parent company is a
foundation, the name and details of a senior managing official should be
entered.
The circular also
addresses the issue of confidentiality, setting out a mechanism for a person
with legitimate interest to request the information confidentially.
The BVI FSC notes
that Regulation 25 of the BVI Business Companies and Limited Partnerships
(Beneficial Ownership) Regulations 2024 emphasises restricted access to
beneficial ownership information only to designated competent authorities and
law enforcement agencies. This could be used by, for example, an insolvency
practitioner or legal professional investigating suspected financial or
business misconduct, because alerting the beneficial owner to the request puts
the investigation at risk.
新聞連結：【2025/3/10 BVI FSC】