Law Firm Expects Record-Breaking Year For BVI Business

by Amanda Banks, Tax-News.com, London

27 February 2007

On 1 January 2007 the British Virgin Islands Business Companies Act 2004 (the BVI BC Act) became the sole Business Companies Act in the jurisdiction, creating positive changes for financial institutions and corporations undertaking a wide range of structured asset and project finance transactions in the BVI, according to Walkers, the global offshore law firm.

The second-largest law firm in the BVI, Walkers expects 2007 to be a record-breaking year in the jurisdiction, especially as regulatory changes enhance the business environment for both financial institutions and corporations.

“The full adoption of the BVI BC Act has been highly anticipated by both BVI institutions and global organizations and legal counsel,” Christopher Lloyd, a Senior Partner in Walkers’ BVI office, said. “The new regulations allow corporations much more flexibility in structuring their particular transactions in ways that are most advantageous to their business goals. At the same time, the rules incorporate sophisticated creditor protections. That careful balance of the interests of corporations and financial institutions has proven extremely popular, as evidenced by a surge of new business activity in the BVI flowing out of the new act.”

The BVI BC Act replaces the International Business Companies (IBC) Act, which was enacted in 1984 and was credited with bringing more than 690,000 registered companies to the BVI. Companies could register under that BVI BC Act as early as 2005 and Q1 2006 saw a 13% increase with nearly 18,000 BVI BCs incorporating, compared to company incorporations in Q1 2005. It is expected that this upward trend will continue as more corporations embrace the new regulations.

Walkers’ BVI office added nineteen new staff members in 2006 to help clients prepare for and leverage these changes and other regulatory updates such as the new private trust companies legislation that is expected to pass within the next few months and the Legal Profession Act. Since October 2006 alone, the BVI office has recruited four new attorneys

“Many of the features of the BVI BC Act will be very attractive to financial institutions and corporations looking to undertake structured asset and project finance transactions,” observed Jack Boldarin, who joins the BVI corporate finance team as a partner from Walkers’ Cayman office.

“For example, the Act provides for statutory recognition of security taken over a BVI company's shares, which is typically a key component of sophisticated finance transactions. In addition, companies will be able to ‘entrench’ financier-driven restrictions and protections into a BVI company's constitution, thereby providing additional credit enhancement to institutional lenders. The creation of a public security registration system, facilitating a clear pre-determined priority regime, has also been favourably received by our many leading international banking clients," he added.

Another advancement for the jurisdiction is the introduction of a new Internet-based information system – Virtual Integrated Registry and Regulatory General Information Network (VIRRGIN). The Financial Services Commission of the British Virgin Islands launched the first phase of the system in December 2006, allowing documents to be filed electronically, around-the-clock, with the Registry of Corporate Affairs. Once the VIRRGIN system is fully implemented its features will include the ability for public searches of company records online, electronic filing of all documents, electronically signed certificates, and electronically stamped and returned memoranda and articles of association.

“As the BVI continue to enhance its position as a favourable jurisdiction for offshore transactions and international deals, the government is committed to ongoing improvements to attract even more global financiers and institutional investors,” Lloyd continued. “The Walkers team looks forward to helping our clients meet their goals through our staff in BVI, as well as our resources around the globe.

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