BVI limited partnerships: annual financial return requirement

BVI limited partnerships are now required to file an annual financial return under the Limited Partnership (Financial Return) Order, 2025. Previously this obligation applied only to BVI business companies following legislation introduced in 2023.

The requirement for limited partnerships to file annual financial returns was foreshadowed by the introduction of Section 54A(7) of the Limited Partnership Act (the LP Act), which came into effect on 10 December 2024, which laid the statutory framework for the requirement, subject to the Limited Partnership (Financial Return) Order, 2025 (the Order) being introduced.

Form of annual financial return

Every BVI limited partnership (unless exempt, see below) is now obliged to prepare and submit a short-form annual financial return to its registered agent containing the information specified in the Schedule to the Order. The form of the annual financial return for limited partnerships is essentially the same as the return required for BVI business companies.

Due date

Annual financial returns for limited partnerships will become due from the end of a limited partnership's financial year and must be filed within nine months.

A limited partnership's financial year is either the calendar year (default) or the 12-month period which the limited partnership has expressly adopted.

For a limited partnership with a calendar year financial period, its first annual financial return becomes due from 1 January 2026. For limited partnerships which have adopted a financial period that does not correspond with the calendar year, their first annual return may become due from December 2025 (at the earliest) or from the end of its year ending 2026, depending on the month in which the commencement of its financial year falls. However, in all cases a limited partnership will have up to nine months to make the filing.

Filing date

Annual financial returns must be filed within nine months of their due date.

Limited partnerships with a calendar year financial period are required to file their first annual return with their Registered Agent no later than 30 September 2026.

Limited partnerships with a financial year other than a calendar year must file their annual return no later than nine months after their financial year end. For example, a limited partnership with a financial year of March to February, will be required to file its annual return before 30 November 2026.

Exemptions

The obligation applies to all BVI limited partnerships, unless they fall under one of the following exemptions:

• a limited partnership that is regulated under a financial services legislation and provides financial statements to the BVI Financial Services Commission in accordance with the requirements of that financial services legislation
• a limited partnership that files its annual tax return to the Inland Revenue Department accompanied by the limited partnership’s financial statements

These exempt limited partnerships still have financial reporting obligations, but they satisfy them through other mechanisms and are not required to file the simplified financial return in the form prescribed by the Order.

Key points to note

• The return must be filed with the limited partnership’s registered agent and is not made publicly available
• The return is separate from any existing financial statements or regulatory filings that may already be required under other applicable BVI legislation
• The return is a high‑level financial snapshot. It does not require supporting narrative, notes to the accounts or auditor’s reports. However, the figures must be derived from the partnership’s underlying financial records
• The return may be made in any currency in which the limited partnership prepares its financial statements
• If a limited partnership is part of a group that prepares and maintains consolidated accounts, it may: submit the consolidated accounts of the group if the consolidated accounts show the accounts of the limited partnership, or in the case of more than one limited partnership, make a single submission which shows the annual returns attributable to each limited partnership required to make a submission

Actions for BVI limited partnerships

1. Determine whether the limited partnership is exempt from the annual financial return requirement.
2. If not exempt, calculate when its first annual financial return will become due and when the filing will need to be submitted.
3. Coordinate with its registered agent to ensure the return is submitted prior to the deadline.

How Ogier can help

If you have any questions regarding the annual return filing, get in touch with your usual Ogier contact or one of the team below.

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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