Beneficial ownership information in the BVI – overview of exemptions and upcoming end of transitional period

BVI entities must ensure compliance with new beneficial ownership obligations by the end of the extended transitional period on 1 January 2026.

The BVI Business Companies and Limited Partnerships (Beneficial Ownership) (Amendment) Regulations, 2025 came into force on 1 July 2025. These make certain amendments (the amendments) to the BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024 (as amended, the Regulations). They are relevant to our briefing, Changes to accessing beneficial ownership information in the BVI, in relation to the exemptions available to certain qualifying entities in relation to the requirement to file beneficial ownership information at the Registry.

As a reminder, the Regulations came into force on 2 January 2025. They impose obligations on BVI companies and limited partnerships (known as legal entities) to collect, keep and maintain adequate, accurate and up to date information on their beneficial owners (BO Information). That information must be filed with the BVI Registrar of Corporate Affairs (the Registrar). The Registrar then keeps and maintains the BO Information on a central register (the BO Register).

Read our briefing note for further details on the Regulations and the obligations imposed on legal entities: Beneficial ownership information developments in the BVI. The amendments extend eligibility for an exemption from the requirement to file beneficial ownership information. The following entities will now be eligible for and so able to claim an exemption:

• a company whose shares are listed on a recognised stock exchange
• a legal entity that is recognised or registered as either a professional fund, a private fund, private investment fund or public fund under the Securities and Investment Business Act, 2010 (as amended), or that is an incubator fund or an approved fund under the Securities and Investment Business Incubator and Approved Funds) Regulations, 2015 (as amended) and the beneficial ownership information can be provided to the Registrar within 24 hours upon request
• a legal entity that is a subsidiary of another legal entity that is the subject to the requirements of the Regulations
• a legal entity that is subject to disclosure and transparency rules that are contained in international standards
• a legal entity that prior to the coming into force of the Regulations has been dissolved (in the case of a company) or de-registered (in the case of a limited partnership)
• a legal entity that is subsidiary of a fund (including a foreign fund), provided that the fund collects, keeps and maintains adequate, accurate and up to date information on the beneficial owners of the legal entity and can provide that information to the Registrar within 24 hours upon request
• a company that is a subsidiary of a listed company
• a company in which the BVI Government or a foreign country or territory holds more than 50% of the shares or voting rights
• a legal entity whose shares are held by a licensed BVI trustee or by a foreign trustee regulated for anti-money laundering, anti-terrorist financing and anti-proliferation financing purposes

Next steps for BVI entities 

With updated regulations in relation to BO information, all BVI entities should take steps to ensure that they are compliant with these new obligations.

Reach out to any of the contacts in this briefing or your usual Ogier attorney for advice and assistance on this topic.

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Disclaimer

This client briefing has been prepared for clients and professional associates of Ogier. The information and expressions of opinion which it contains are not intended to be a comprehensive study or to provide legal advice and should not be treated as a substitute for specific advice concerning individual situations.

Regulatory information can be found under Legal Notice