Unofficial Consolidation of the Beneficial Ownership Secure Search System Act (Revised Edition 2020, as amended, consolidated 30 December 2024)

Summary

This is the BVI International Tax Authority's unofficial consolidation of the Beneficial Ownership Secure Search System Act (BOSS Act), current to 30 December 2024. It establishes the legal framework for the electronic Beneficial Ownership Secure Search System, through which registered agents maintain databases of beneficial ownership and economic substance information on corporate and legal entities, accessible to a designated person, the competent authority (Financial Investigation Agency) and the International Tax Authority.

• Scope: Applies to all corporate and legal entities as defined (BVI Business Companies, existing and new limited partnerships, and their foreign equivalents), and to the registered agents that act for them.
• Registered agent duties: Registered agents must take reasonable steps to identify beneficial owners and registrable legal entities of each entity they act for, collect prescribed information, and establish and maintain an RA database recording that information.
• Entity duties: Each corporate and legal entity must identify its parent, immediate parent, ultimate parent, beneficial owners and registrable legal entities, disclose whether it carries on relevant activities, and provide the information prescribed for economic substance purposes.
• Notification timing: An entity must notify its registered agent of beneficial ownership information within 15 days of identifying the relevant matters, and of economic substance information within a period after the end of the financial period to be fixed by regulations.
• Exempt persons: Certain entities (e.g. those regulated under the Securities and Investment Business Act, listed entities, licensees, and their subsidiaries) are exempt from some information and duty requirements unless they carry on a relevant activity.
• Confidentiality and offences: The Act imposes confidentiality obligations, protects registered agents acting in good faith, and creates offences (with fines and imprisonment) for entities or agents that fail to comply with duties or that give false or misleading information.
• Disclosure: Beneficial ownership and economic substance information may be disclosed to overseas competent authorities where an entity claims tax residence outside the Virgin Islands, including to EU member state authorities where beneficial owners reside there.

The consolidation reflects amendments up to Act No. 9 of 2024, including changes to section 10 in force from 1 January 2024. Regulators and legal advisers should treat this as an unofficial working copy; the ITA disclaims liability for its accuracy and recommends checking the amending Acts directly.

Key obligations

• Registered agents must take reasonable steps to identify beneficial owners and registrable legal entities of each corporate and legal entity for which they act, and to collect the prescribed information.
• Registered agents must establish and maintain an RA database containing prescribed beneficial ownership and economic substance information for each entity they act for.
• Each corporate and legal entity must identify any parent, immediate parent, ultimate parent, beneficial owner or registrable legal entity, and disclose its relevant activities.
• A corporate and legal entity must notify its registered agent of beneficial ownership information within 15 days of identifying the relevant matters.
• A corporate and legal entity must notify its registered agent of economic substance information within the period after the end of its financial period fixed by regulations.
• Registered agents and entities must not give false or misleading information under the Act, and must maintain confidentiality of information obtained under the system as required by section 14.
• Entities and registered agents that fail to comply with duties under section 9 without reasonable cause commit an offence and are liable to specified fines and/or imprisonment.

Applies to

corporate and legal entities, registered agents, registrable legal entities, exempt persons, licensees, limited partnerships, foreign companies, foreign limited partnerships

Deadlines

• within 15 days of identifying those matters: Corporate and legal entity must notify its registered agent of beneficial ownership information within 15 days of identifying the relevant beneficial ownership matters.
• period to be fixed by regulations, following the end of the financial period: Corporate and legal entity must notify its registered agent of economic substance information within a period after the end of the financial period, as fixed by regulations.
• following 1st January 2022: For limited partnerships without legal personality, beneficial ownership information must be reported within 15 days of identifying those matters, applicable following 1 January 2022.
• 1 January 2024: Amendments to section 10 introduced by the Beneficial Ownership Secure Search System (Amendment) Act, 2024 (No. 9/2024) came into force.