BVI Business Companies and Limited Partnerships (Beneficial Ownership) (Amendment) (No. 2) Regulations, 2025

Summary

This instrument amends the BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024, making several targeted changes to definitions, exemption rules, and information-sharing procedures. It took effect retroactively from 29 December 2025 and was gazetted on 31 December 2025.

• New definition: Inserts a definition of business day (any day other than a Saturday, Sunday or public holiday in the Virgin Islands) into regulation 2.
• Exemption compliance: Amends regulation 11 so that a legal entity relying on certain exemption criteria that later fails to meet the conditions must immediately cease to be exempt and must file its beneficial ownership information.
• Limited Partnership Act disapplication: Revises how the Limited Partnership Act is disapplied, changing the exemption condition so a limited partnership's beneficial ownership information can be provided to the Registrar within 24 hours of request, and allows the Registrar to extend, by published Notice, the time for payment of related fees.
• Acting on behalf of beneficial owners: Amends regulation 14 to allow a registered agent, or (where the legal entity is in insolvent liquidation) the liquidator, to perform acts required of a beneficial owner on that owner's behalf.
• Registrar disclosure duty: Adds regulation 31B(2A), requiring the Registrar, upon written request, to provide a legal entity, its registered agent, or (in insolvent liquidation) the liquidator, with a copy of the beneficial ownership information filed for that entity's beneficial owners.
• Cross-reference update: Amends regulation 34(1) to carve out regulation 31D(3)(c) and (4) from the general rule, updating an internal cross-reference.

The amendments are procedural refinements to the existing beneficial ownership regime rather than a wholesale change, focusing on exemption compliance consequences, information access, and who may act for beneficial owners.

Key obligations

• A legal entity relying on the exemption criteria in regulation 11(1)(c)(i) or (v) that fails to continue meeting the exemption conditions must immediately cease to be exempt and must file its beneficial ownership information in accordance with the Act, the Limited Partnership Act, and the Regulations.
• A limited partnership relying on the exemption must be able to provide its beneficial ownership information to the Registrar within 24 hours of a request, as a condition of the exemption.
• The Registrar must, upon written request, provide a legal entity, its registered agent, or (where the entity is in insolvent liquidation) the liquidator, with a copy of the beneficial ownership information filed for the entity's beneficial owners.

Applies to

BVI business companies, limited partnerships, registered agents, liquidators of insolvent legal entities, beneficial owners

Deadlines

• 29th December, 2025: Regulations deemed to have come into force on this date
• within 24 hours of request: Limited partnership's beneficial ownership information must be capable of being provided to the Registrar within this period to satisfy exemption conditions

Related documents

• This document amends BVI Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024
• BVI Business Companies (Amendment of Schedules) Order, 2025 (SI No. 119 of 2025) commences this document
• Financial Services (Limited Partnership Fees) (Amendment) Regulations, 2025 commences this document