Additional Record Keeping Requirements of BVI Companies

A new amendment to the British Virgin Islands Mutual Legal Assistance (Tax Matters) Act was approved on the 12 of November, 2012 and is known as the Mutual Legal Assistance (Tax Matters) (Amendment) Act, 2012 (“the Act?.  The amendment adds new requirements regarding recordkeeping for BVI Companies as well as other entities such as Partnerships which add to the existing requirements under the BVI Business Companies Act, 2004 and the Partnership Act, 1996 (both recently amended in 2012).
Section 5A of the Act mandates that, in addition to the requirements under the BVI Business Companies Act, 2004, BVI companies must:

1.  Must keep at the office of its Registered Agent or at other such place(s), within or outside the BVI, as the directors may determine, the records and underlying documentation of the company; and
2. Retain the records and underlying documentation for a period of at least five years from the date of completion of the transaction to which the records relate or when the company terminates the business relationship to which the records relate.

The “records and underlying documentation?include accounting information and must be adequate enough to demonstrate the company’s financial position at any given time.

Whenever the records of the company are not kept at the office of the Registered Agent, the BVI Company should provide the Registered Agent with a written confirmation of the exact location of said records.

If there are any changes in the physical address of the company records, the company should provide the Registered Agent with the new physical address within fourteen (14) days of the change of location.

The notification to the Registered Agent of a change in physical address of the company’s records can be communicated  to the Agent via a resolution of the Board of Directors of the Company (a draft resolution will be provided upon request) o via company letterhead, duly signed by the directors of the company. 

Kindly note that as well as these new recordkeeping requirements, as Registered Agent, we are required to keep on hand certain Basic Company Due Diligence (for reference, please see our previous announcement concerning Basic Company Due Diligence). 

Please click for full text of the amendment.