Obligations / BVI

What a company files in BVI [VG]

Every entry below is the rule as BVI publishes it. It is a reference, not a calendar: where a deadline runs from something only you know, this page says so instead of showing a date.

A template, not your deadline

This is the rule as published by the registry, checked against the primary source on the date shown. It is not your filing date. Where a deadline runs from incorporation, from a fiscal year the company itself elects, or from an event only you know about, no date can be derived here at all — the figure you see is the formula, not the answer. Extensions, transitional regimes and entity-specific exemptions are not reflected. Confirm with the registry before you rely on a date.

How the financial year is set — Chosen by the company

The Virgin Islands do not fix a single statutory financial year for companies. Section 98A(7) of the BVI Business Companies Act, as inserted by the BVI Business Companies (Amendment) Act, 2022, defines the period the annual return relates to in the alternative: «the reference to 'year' refers to a calendar year or, if a company's fiscal or financial year is not a calendar year, the company's fiscal or financial year.» The calendar year is therefore the default, but a company that has adopted a different fiscal year is measured against that year instead. Every deadline counted from the end of the year is consequently shown here as a formula and not as a calendar date: the user must supply the company's year end before any date exists. Two separate clocks run and must not be confused. The annual financial return runs nine months from the end of that year and is filed with the registered agent, not with the Registrar. The economic substance report runs six months from the end of the financial period as defined by the Economic Substance Act, which is its own period and need not coincide with the company's accounting year.

BVI Business Companies (Amendment) Act, 2022 (No. 6 of 2022), official PDF of the BVI Financial Services Commission, s. 98A(7): «the reference to 'year' refers to a calendar year or, if a company's fiscal or financial year is not a calendar year, the company's fiscal or financial year» · checked 2026-09-24

Annual financial return (annual return) filed with the registered agent

Formula, not a date
Filed to
The company's registered agent, not the Registrar of Corporate Affairs. Section 98A(1) reads: «a company shall, in respect of each year, file a financial return (referred to in this section as 'annual return') with its registered agent.» The return is not placed on any public register. What reaches the Registrar is only the fact of default: under s. 98A(4) «the registered agent shall, not later than 30 days after the annual return was due, notify the Registrar in writing of that fact.»
Who it applies to
Every entity in the jurisdiction
Every BVI business company, subject to four exemptions listed in the BVI Business Companies (Financial Return) Order, 2023: «a listed company, meaning a company that is listed on a stock exchange»; «a company that is regulated under a financial services legislation and provides financial statements to the Commission»; «a company that files its annual tax return to the Inland Revenue Department accompanied by the company's financial statements»; and «a company in liquidation, except that this exemption does not apply if the company's annual return becomes due prior to the commencement of the liquidation». The Order also fixes the content: «every company shall, in respect of each year, file with its registered agent an annual return in the form, and containing the information, specified in the Schedule.»
Deadline
Within 9 months after the end of the financial year.
Extensions and exceptions: Yes, and the power is unusually wide. Section 98A(2A), inserted by the BVI Business Companies (Amendment) (No. 2) Act, 2024 and deemed in force from 1 September 2024, provides: «The Commission may, by Notice published on the Internet site, extend the initial period within which a company is required to file its annual return for such further period as it considers appropriate, but no extension (whether in aggregate or otherwise) shall exceed 9 months.» Such an extension may be «granted upon application in writing by a company or by the Commission on its own motion» and may «relate to a single company, a class of companies or all companies». The power has been used twice for the first round of filings: a Notice dated 10 December 2024 extended initial returns for calendar-year companies to 30 June 2025 (Industry Circular 26 of 2025), and Industry Circular 9 of 2025 of 14 February 2025 granted a 9-month extension to companies whose year is not a calendar year. Both concerned initial returns only. Before relying on the nine-month figure, check the Commission's website for a current Notice.
No date can be derived here. This deadline runs from something this page does not know — the financial year the company itself elects, or an event only you can date. What is published is the rule, not the day.
If missed
Published and scaled by time. Schedule 1, Part II of the BVI Business Companies Act, as amended in 2022: «for the first month or part thereof after the filing of the annual return was due, the penalty shall be $300» and «for each month or part thereof after the first month referred to in subparagraph (a), the penalty shall be $200, up to a maximum of $5,000». The consequence beyond money is strike-off: «Where a company is liable to the maximum penalty referred to in sub-paragraph (1)(b) and has not filed its annual return, the Registrar may strike the name of the company off the Register.» The flat field below carries the first month only; the $200 monthly step is not a per-day figure and is left out of the numeric fields deliberately.
Proof of filing
The completed annual return in the form set out in the Schedule to the BVI Business Companies (Financial Return) Order, 2023, together with the registered agent's dated acknowledgement of receipt. Because nothing is filed publicly, the agent's confirmation is the only proof that exists; there is no registry receipt and no public entry to point to.
Primary source: BVI Business Companies (Amendment) Act, 2022 (No. 6 of 2022), official PDF of the Commission: s. 98A(1) «a company shall, in respect of each year, file a financial return … with its registered agent»; s. 98A(2)(a) «be filed within 9 months after the end of the year to which the annual return relates»; s. 98A(4) Registrar's notice, 30 days; Schedule 1 Part II — 300 and 200 dollars, cap of 5000, and the Registrar's power to strike the company off the register. Content and exemptions — BVI Business Companies (Financial Return) Order, 2023 (bvifsc.vg/sites/default/files/bvi_business_companies_financial_return_order_2023.pdf), in force from 1 January 2023. The Commission's power to extend the deadline — BVI Business Companies (Amendment) (No. 2) Act, 2024 (No. 30 of 2024), s. 98A(2A)-(2B), in force from 1 September 2024. Application of the power — Industry Circular 26 of 2025 (23.06.2025) and Industry Circular 9 of 2025 (14.02.2025)
checked 2026-09-24 · Rechecked every 6 months

Economic substance report through the BOSS(ES)s system

Formula, not a date
Filed to
The International Tax Authority, as competent authority, through the Beneficial Ownership Secure Search System (BOSS(ES)s). The entity itself has no access: the Government of the Virgin Islands states that «ONLY RA's have access to the BOSS(ES)s portal and all declarations made on behalf of a legal entity must be done by the agents.» The entity therefore supplies the information to its registered agent, who enters it. Section 9(6A) of the Beneficial Ownership Secure Search System Act (Revised Edition 2020) puts the duty on the entity to «notify the registered agent» of the prescribed information.
Who it applies to
Every entity in the jurisdiction
Every legal entity — under the Economic Substance (Companies and Limited Partnerships) Act a «legal entity» means a company and a limited partnership — reports, whether or not it carries on a relevant activity: the report is how the authority learns which case applies. The relevant activities named by the Act are banking, insurance, fund management, finance and leasing, headquarters, shipping, holding, intellectual property, and distribution and service centre business. Only an entity carrying on a relevant activity must in addition satisfy the substance requirements themselves; the reporting duty is wider than the substance duty, and this record covers the reporting duty.
Deadline
Within 6 months after the end of the financial year.
Extensions and exceptions: No extension mechanism was found at source. The six months are also weaker than the other figures in this record and must be read as such: section 9(6A) of the BOSS Act does not state a period at all, it refers to «a period following the end of the financial period to be fixed by regulations», and those regulations were not read. The six-month figure comes from the Government of the Virgin Islands' own announcement of the BOSS(ES)s portal of 26 June 2020 — «six months after the end of the Financial Period of the legal entity» — which is a department speaking, not the text of a rule. Note also that the financial period here is the Economic Substance Act's own period, whose default the Act describes as «each successive period of one year running from the end of that period»; it is not necessarily the company's accounting year.
No date can be derived here. This deadline runs from something this page does not know — the financial year the company itself elects, or an event only you can date. What is published is the rule, not the day.
If missed
Two different failures carry two different penalties, and they must not be merged. Failing to provide the information required by the competent authority is an offence under s. 11(3) of the Economic Substance Act, punishable «on summary conviction, to a fine not exceeding forty thousand dollars or to imprisonment for a term not exceeding two years or both; or on conviction on indictment, to a fine not exceeding seventy five thousand dollars or to imprisonment for a term not exceeding five years». Failing to satisfy the substance requirements is dealt with by s. 12: a first determination of non-compliance carries a minimum of $5,000 and a maximum of $20,000, raised to $50,000 for a high-risk intellectual property entity; a second determination carries a minimum of $10,000 and a maximum of $200,000, raised to $400,000 for a high-risk intellectual property entity. Separately, a registered agent failing to comply with s. 9 of the BOSS Act is liable «on summary conviction to a fine not exceeding twenty thousand dollars». None of these is a fixed administrative charge, so the numeric fields below are left empty rather than filled with one of the figures.
Proof of filing
The registered agent's confirmation that the declaration for the financial period was submitted through BOSS(ES)s, with the date of submission, together with the underlying information the entity supplied to the agent under s. 9(6A) of the BOSS Act. Since the entity has no portal access of its own, it cannot produce a system receipt in its own name.
Primary source: Government of the Virgin Islands, announcement «Boss(Es)S Portal Has Gone Live!» of 26.06.2020: deadline «six months after the end of the Financial Period of the legal entity», filing only through the registered agent («ONLY RA's have access to the BOSS(ES)s portal»). Scope of the obligation and sanctions — Economic Substance (Companies and Limited Partnerships) Act (Revised Edition 2020), official PDF of the Commission (bvifsc.vg/sites/default/files/economic_substance_companies_and_ltd_partnerships_act.pdf), s. 4, s. 11(3), s. 12. Obligation to provide information to the agent and its reference to regulations — Beneficial Ownership Secure Search System Act (Revised Edition 2020), official PDF of the Commission (bvifsc.vg/sites/default/files/beneficial_ownership_secure_search_system_act.pdf), s. 9(6A), s. 9(7), s. 10(2). The regulations that set the deadline were not themselves read.
checked 2026-09-24 · Rechecked every 6 months

Filing beneficial ownership information with the Registrar

Fixed date
Filed to
The Registrar of Corporate Affairs, through the VIRRGIN system, in practice by the registered agent. Industry Circular 12 of 2025 of 7 March 2025 states that «all BVI Business Companies and Limited Partnerships are required to file their beneficial ownership (BO) information with the Registry of Corporate Affairs via the VIRRGIN system with effect from 2 January 2025». This is a change of destination, not merely of form: before this regime the information sat in the registered agent's own database under the BOSS Act. The register is not public — access is confined to the company, its registered agent, competent authorities and law enforcement.
Who it applies to
Every entity in the jurisdiction
Every BVI business company, and limited partnerships alongside them. Section 96A(1) of the BVI Business Companies Act, as amended by the BVI Business Companies (Amendment) Act, 2024 (No. 15 of 2024), states the underlying duty: «A company shall collect, keep and maintain adequate, accurate and up to date information on the beneficial owners of the company.» Listed companies, and companies whose beneficial owner is itself listed, are handled through exemption options in VIRRGIN rather than by being outside the regime (Industry Circular 16 of 2025 of 24 April 2025). The transitional window for companies already on the register — «within 6 months of the effective date», extendable by the Registrar «for a further period not exceeding 6 months» under Schedule 2, Part VIIB — has long expired and is not modelled here; this record is the continuing obligation.
Deadline
Counted from an event, not from the calendar.
Extensions and exceptions: None for the ordinary case. The thirty days run from an objective date the company knows, and no extension power over that period was found at source; the Registrar's power to extend under Schedule 2, Part VIIB concerned only the transitional filings by companies already on the register. A second thirty-day clock, not modelled by this record's due fields, runs on changes: the company must file the change «within 30 days of becoming aware of the change» (s. 96A(8)), and regulation 23(1) of the Beneficial Ownership Regulations, 2024 requires the beneficial owner to notify the entity «within 14 days of the occurrence of the change». A user tracking only the incorporation deadline is tracking half of this obligation.
If missed
Schedule 1, Part II of the BVI Business Companies Act, as amended in 2024, prescribes for the failure under s. 96A(8): «$500 For each month or part thereof that the filing remains outstanding (up to a maximum of $6,000)». The Commission confirms the clock starts promptly: Industry Circular 12 of 2025 notes that penalties are assessed 30 calendar days after incorporation or after the date the requirement arises. Beyond money, a struck-off company cannot be restored unless its beneficial ownership information, register of members and register of directors have been filed, or will be within 14 days (Industry Circular 16 of 2025). The Beneficial Ownership Regulations, 2024 carry their own tiered penalties in Schedule 3; that schedule was not read item by item and no figure from it is asserted here.
Proof of filing
The VIRRGIN filing confirmation for the beneficial ownership submission, with its date, held by the registered agent, plus the company's own up-to-date beneficial ownership records kept under s. 96A(1). Since the register is not public, no third party can verify the filing from outside, which makes the agent's confirmation the operative document.
Primary source: BVI Business Companies (Amendment) Act, 2024 (No. 15 of 2024), official gazette of the Virgin Islands: s. 96A(1) duty to maintain the information, s. 96A(2)(a) «Within 30 days after the date of incorporation of the company», s. 96A(8) changes «within 30 days of becoming aware of the change», Schedule 1 Part II — 500 dollars per month, cap of 6000, Schedule 2 Part VIIB — transitional window. Start date of the regime and filing recipient — Industry Circular 12 of 2025 of 07.03.2025 (bvifsc.vg/news/industry-updates/industry-circular-12-2025-beneficial-ownership-filings-implementation-update): «with effect from 2 January 2025», VIRRGIN. Beneficial owner's duty to notify the entity within 14 days — BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024, reg. 23(1) (bvifsc.vg/sites/default/files/bvi_business_companies_and_limited_partnerships_beneficial_ownership_regulations_2024.pdf). Restoration of a struck-off company and exemption options for listed companies — Industry Circular 16 of 2025 of 24.04.2025
checked 2026-09-24 · Rechecked every 6 months

Filing the register of directors with the Registrar

Formula, not a date
Filed to
The Registrar of Corporate Affairs. Section 118B(1) of the BVI Business Companies Act: «A company shall file for registration by the Registrar a copy of its register of directors.» The filing is made through VIRRGIN, in practice by the registered agent.
Who it applies to
Every entity in the jurisdiction
Every BVI business company. No exemption was found at source. Note that the register of directors and the register of members are two separate filings with separate clocks: s. 43A(2)(a), inserted by the 2024 Amendment Act, requires a copy of the register of members to be filed «Within 30 days after the date of incorporation», and that obligation is not modelled by this record.
Deadline
Counted from an event, not from the calendar.
Extensions and exceptions: The Commission operates an «Application for Extension to file Register of Directors» function, announced on its own website, so an extension exists as an administrative route; its length and conditions were not read at source and are not asserted here. The fifteen days themselves are firm in the statute — s. 118B(2)(a) as amended in 2024 requires the initial register to be filed «Within 15 days after the date of appointment of the first directors» — but the date they run from is not the date of incorporation and is known only to the company, which is why this record is on an event basis and marked indicative. Changes to the register are filed on a separate 30-day clock; that figure comes from the document's own restatement rather than as a continuous quotation of the subsection, and should be re-read against the text before anyone relies on it.
No date can be derived here. This deadline runs from something this page does not know — the financial year the company itself elects, or an event only you can date. What is published is the rule, not the day.
If missed
Schedule 1, Part II of the BVI Business Companies Act, as amended in 2024, prescribes for the failure under s. 118B(3): «$300 For each month or part thereof that the filing remains outstanding (up to a maximum of $3,600)». As with beneficial ownership, a struck-off company cannot be restored unless the register of directors has been filed, or will be within 14 days (Industry Circular 16 of 2025).
Proof of filing
The Registrar's filed copy of the register of directors and the VIRRGIN filing confirmation with its date, held by the registered agent. Because the directors register is a registered document, its filing is the one item in this list that leaves a trace at the Registry itself rather than only with the agent.
Primary source: BVI Business Companies (Amendment) Act, 2024 (No. 15 of 2024), official gazette of the Virgin Islands: s. 118B(2)(a) «Within 15 days after the date of appointment of the first directors», Schedule 1 Part II to s. 118B(3) — 300 dollars per month, cap of 3600; s. 43A(2)(a) — separate filing of the register of members within 30 days. Wording of s. 118B(1) — consolidated BVI Business Companies Act (Revised Edition 2020) on laws.gov.vg (laws.gov.vg/sites/default/files/consolidated_laws/2020/BVI%20Business%20Companies%20Act.pdf). Existence of an administrative extension — Commission publication «Launch of Application for Extension to file Register of Directors Function» (bvifsc.vg/publications/launch-application-extension-file-register-directors-function-special-certificates). Restoration of a struck-off company — Industry Circular 16 of 2025 of 24.04.2025
checked 2026-09-24 · Rechecked every 12 months
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