BVI Business Companies (Amendment of Schedule 1) Order, 2022

Summary

This Order amends Schedule 1 of the BVI Business Companies Act, 2004, revising a range of statutory fees payable by companies registered in the British Virgin Islands, including registration-related fees, annual fees, and late payment penalties. It came into force on 1 February 2022.

• Section 182(1) fees: Fees for paragraphs (a), (b) and (c) changed from $1,000/$1,500/$1,000 to $500/$1,300/$500.
• Section 184(3) fee: Increased from $1,100 to $2,000.
• Section 187 fee: Increased from $400 to $500 (fee for foreign companies registered to carry on business in the Virgin Islands, also restated in the new section 236 annual fee table as $500).
• Section 236 annual fees: Replaces the previous annual fee table with new figures depending on company type: $450 for companies authorised to issue up to 50,000 shares, $1,200 for those authorised to issue more than 50,000 shares, $450 for section 5(b)/(d) companies, $1,350 for private trust companies in the lower share bracket, $2,650 for private trust companies in the higher share bracket, $7,500 for restricted purposes companies, and $500 for foreign companies registered to carry on business in the Virgin Islands.
• Late payment penalties (Part II, paragraph 2): Flat penalty amounts of $40 and $200 are replaced with penalties equal to 10% and 50% of the annual fee due, respectively.

The changes apply automatically to all companies falling within the amended fee categories from the commencement date; no separate filing or application is required to trigger the new fee amounts.

Key obligations

• Companies must pay the revised fees under sections 182(1), 184(3) and 187 of the BVI Business Companies Act as set out in the amended Schedule 1, effective 1 February 2022.
• Companies must pay the revised annual fees under section 236 corresponding to their company type and share authorisation, as set out in the new Schedule 1 table.
• Late payment penalties for overdue annual fees are calculated as 10% of the annual fee due (first tier) and 50% of the annual fee due (second tier), replacing the previous flat-dollar penalties.

Applies to

BVI business companies, restricted purposes companies, foreign companies registered to carry on business in the Virgin Islands, private trust companies

Deadlines

• 1st day of February, 2022: Commencement date of the Order, from which the revised fees and penalties under the amended Schedule 1 apply.