Changes to accessing beneficial ownership information in the BVI

The Amendments extend the ability to access information on the Beneficial Ownership Register to persons who can demonstrate a legitimate interest in having such access. For these purposes, a person may be considered to have a legitimate interest if they can demonstrate to the Registrar that

• the purpose for requesting access is to investigate, prevent or detect money laundering, terrorist financing and / or proliferation financing

• a legal entity connected to the request is connected to a person who has been convicted of, or is the subject of criminal proceedings for, the offence of money laundering, terrorist financing or proliferation financing

• the person is as an obliged entity conducting customer due diligence obligations in accordance with the laws governing anti-money laundering (AML), counter terrorist financing (CFT) and counter proliferation financing (CPF) and the information is required for that purpose

An obliged entity, for these purposes, is a financial institution or other person that is subject to obligations to carry out customer due diligence or enhanced due diligence for AML / CFT / CPF requirements under relevant legislation in the BVI.

A person claiming a legitimate interest to access information on the Beneficial Ownership Register should apply to the Registrar in accordance with the procedure now set out in the amended Beneficial Ownership Regulations.

Applicants must submit the following:

• the applicant's name, together with any registration or licence number in the case of a body corporate, organisation or other legal person

• the applicant's contact details

• a statement outlining the purpose for which the beneficial ownership information requested is to be used, having regard to what might constitute a legitimate interest for the purposes of the Regulations (as described above)

• the name of the legal entity to which the request relates

• the name of the beneficial owner related to the legal entity, if known 

• a declaration that the beneficial ownership information requested will be used solely for the purpose outlined in the request

On receipt of an application the Registrar will consider whether it complies with the applicable terms of the Regulations and whether a legitimate interest has been suitably demonstrated by the applicant. Applications which do not meet the requirements or otherwise contrary to public policy shall be rejected. The Registrar will also consider whether an advance exemption from disclosure is in place, or an application for one has been made (see below under advance exemptions). 

If no such advance exemption is in place and the Registrar considers that the request does comply with the Regulations then the Registrar will notify the legal entity concerned of the request and inform it that it has five days from the date of receipt of the Registrar's notice to file an objection to the disclosure of beneficial ownership information. If no objection is filed, then the Registrar is required to allow the person making the request to inspect the Register or receive the requested information within 12 business days of its original request.

However, where a notice of objection is filed by a legal entity which is the subject of a request for access, then that legal entity has a further five days in which to show cause by itself submitting an application to the Registrar as to why the request should not be granted. This application must state the legal entity's reasons for objection, which may include that:

• the request was not made for a proper purpose

• that the request contains misleading or in accurate information

• that any of the following apply:

  • a reasonable belief that any disclosure of beneficial ownership information might expose the beneficial owner or members of their immediate family to serious risk of fraud, kidnapping, blackmail, extortion, harassment, violence, intimidation or other similar harm

  • the particulars of the information requested relate to a child or a person lacking legal capacity

  • that the disclosure of the beneficial information requested will or is likely to raise or affect issues of national security, whether in the BVI or elsewhere;

  • that it is not in the public interest for the information to be provided

  • that where the Registrar forms an opinion that that such an exemption is reasonably necessary on the basis of such undertaking as the Registrar may specify and for a defined period only

If after the receipt of an application to prevent disclosure the Registrar is satisfied that the objection is valid, has merit and / or the request for access is not sought for a proper purpose, then the Registrar will decline the request for access, and inform the applicant accordingly.

However, if the Registrar concludes that the original request for access does meet the requirements of the Amending Regulations, is for a proper purpose, and does not contain misleading or inaccurate information and none of the circumstances set out above applies, the Registrar must grant the request for access and inform the BVI legal entity that its objection has been rejected.

A person aggrieved by the Registrar's decision to allow or disallow an objection is entitled to appeal to the Appeal Board within 21 days. Where such an appeal is lodged by a person whose objection to disclosure has been denied, then the Registrar's decision to reject the objection is effectively stayed until a determination is made by the Appeal Board and no information will be disclosed until such time (if the Registrar's decision is upheld).

In addition to giving legal entities the ability to object to specific requests for disclosure, the Amending Regulations also allow a legal entity or other relevant person to apply to the Registrar in the approved form seeking an advance or standing exemption from the disclosure of beneficial ownership information.

The grounds for a successful advance application for an advance exemption are the same as those that might justify an objection in relation to a specific request (as set out above under application process). Applicants are required to indicate the applicable ones and provide reasons and appropriate supporting evidence as part of the application for exemption.

Where the Registrar grants an advance exemption, it may be general or specific, it may be for a specific period and it may be subject to such other conditions as the Registrar may stipulate.

If an application has been made for an advance exemption and the Registrar then receives an application for access to the Register, the Registrar shall first decide on the application of the advance exemption and whether that is sufficient to defeat the application, before dealing with the application for access. 

Should an application for access to the Register be ultimately successful, the applicant is not necessarily entitled to see all of the beneficial ownership information held for the legal entity in question. Instead, access is limited to specific details only on those beneficial owners who:

(i)            ultimately owns or controls, whether directly or indirectly, 25% or more shares, share of the capital or profits or voting rights in a legal entity

(ii)           holds, whether directly or indirectly, the right to appoint or remove a majority of the directors of the board of directors of a legal entity

(iii)         or otherwise exercises control over the management of a legal entity

In relation to such beneficial owners the following beneficial ownership information will be shared:

• the name of the beneficial owner

• their month and year of birth

• their nationality

• the nature and extent of the interest held

In the case of a legal entity connected with a beneficial owner with details on the Register, the following information will be provided:

• the name of the legal entity

• incorporation number

• registered address

• country of registration

• legal form of entity and governing law

• details of the type of register under which the legal entity is registered

The Amendments still seek to protect confidentiality, even in relation to disclosed beneficial ownership information, and subject any disclosed information to strict confidentiality requirements. As such, the disclosure of any received information to third parties or its use for purposes not in accordance with the Regulations is prohibited.

A person making a request for access to the Register must provide a confidentiality declaration confirming that the information requested will be used solely for the purposes set out in the request and in accordance with the requirements of the Regulations.

A variety of penalties available to the Registrar for non-compliance include administrative sanctions (fines), restrictions or prohibition for future access (including a lifetime ban) or legal proceedings.

As noted above, while the Amendments to the Beneficial Ownership Regulations introducing extended access are in force, a transitional period has been introduced to allow appropriate systems and process to be put in place and to allow BVI legal entities the opportunity to apply for advance exemptions.

Under the transitional period rules, the Registrar will not accept an application to inspect the Register or provide a copy of any entry until 1 April 2026. A BVI legal entity or other person may however apply for an advance exemption from disclosure any time from 2 January 2026.