Extension of filing date for BVI companies: register of members, director services and beneficial ownership information

The BVI Financial Services Commission has announced a six-month extension to the current transitional period for filing a register of members, information on director services provided and beneficial ownership information.

In our previous briefing, we outlined certain amendments introduced to the BVI Business Companies Act, 2004. This includes, most relevantly, the introduction of a new statutory requirement on all BVI companies to file beneficial ownership information with the BVI Registrar of Corporate Affairs (such information not being publicly available).

Read our full article: Beneficial ownership information developments in the BVI.

Under these amendments, all existing BVI companies incorporated prior to these new requirements coming into force on 2 January 2025 have an obligation to file the following information at the Registry prior to the expiry of a six-month transitional period ending on 1 July 2025 (the Transitional Period):

• their register of members (unless exempted)
• if applicable, the name of the person who has been licensed to provide director services to the company and the name and address of the individual on whose behalf that person acts
• details of the beneficial owners of the company (unless exempted)

On 30 May 2025, the Financial Services Commission (FSC) announced that the Registrar had decided to exercise its discretion under paragraph 60I(1) of Part VIIB of Schedule 2 of the BVI Business Companies Act, 2004 (as amended) to extend the Transitional Period for a further period of six months, ending on 1 January 2026.

Read the FSC's industry circular for more information.

Notwithstanding the extension to the Transitional Period, which is applicable to BVI companies incorporated prior to these new requirements coming into force on 2 January 2025, all new BVI companies incorporated from 2 January 2025 onwards continue to be subject to these new requirements, as before.

This is a welcome extension because, as reported previously, we are anticipating certain amendments being made to some of these new requirements, including the widening of existing exemptions. This extension enables these changes to be properly bedded in.

We will provide a further update when more information becomes available.

How Ogier can help

All BVI entities are going to need to take steps prior to the expiry of the extended transitional period to ensure compliance.

Reach out to your usual contact at Ogier for advice and assistance.

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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