Jurisdictional Updates

If your company is incorporated in the British Virgin Islands (BVI), it may be subject to the Economic Substance requirements and must submit an Economic Substance (ESA) to the BVI Registry. Download our ESA form here.

Here’s what you need to know:

• Which entities are required to file?
• BVI companies engaged in relevant activities such as banking, insurance, fund management, financing and leasing, headquarters, shipping, holding companies, intellectual property businesses, among others, are subject to annual reporting obligations. Even if an entity has not carried out any relevant activity during the fiscal year, it is still required to file an annual report confirming that no relevant activity was conducted. This applies regardless of whether the company carried out business during the reporting period.
• Filing deadlines:
• For companies incorporated before January 1, 2019, the ESA must be filed by December 30 each year.
• For companies incorporated on or after January 1, 2019, the ESA filing deadline is six months after the end of their financial year (which starts from the date of incorporation and lasts 12 months).
• What information must be submitted?
• Confirmation of whether the company conducted relevant activities or not.
• Details demonstrating economic substance in the BVI, including financial data, employment, premises, and other supporting evidence.
• Penalties for non-compliance:
• Failure to file or provide accurate information can result in fines and may lead to the company being struck off the register.
• Who files the ESA?
• The company’s registered agent files the ESA on behalf of the company. Timely and complete provision of required information is essential.

If you need guidance with preparing or filing the ESA, please don’t hesitate to contact us. We’re here to support you!

Got questions or need help? Reach out anytime at quijano@quijano.com — we’re ready to assist!

For more details, please see our detailed memo on this topic and the applicable legislation here:

• Quijano Memo (Note: This memo also covers AFR requirements.)
• BVI ESA Update – Economic Substance Legislation (Quijano, 2019)
• BVI Economic Substance Legislation

If your company is incorporated in the British Virgin Islands (BVI), it is required to file an Annual Financial Return (AFR) with the BVI Registry to maintain good standing.

Here’s what you need to know:

• Who must file?
• All BVI companies, regardless of whether they were active or dormant during the year.
• Filing deadline:
• For companies with a calendar financial year (January 1 to December 31), the AFR must be filed by September 30 of the following year.
• For companies with a non-calendar financial year, the AFR is due nine months after the end of their financial year.
• What is required?
• Submission of the Annual Financial Return form in the prescribed format issued by the Competent Authority.
• Penalties for late filing:
• A penalty of US$300 applies for the first month (or part thereof) of non-compliance.
• Subsequently, US$200 per month applies for each month delayed, up to a maximum penalty of US$5,000.
• Continued non-compliance may lead to the company being struck off the register.
• Reporting:

The AFR form is not submitted to the Authority unless a prior request has been made. The registered agent is only required to report to the Competent Authority those entities that have failed to comply with this obligation.

If you need assistance with preparing or filing the AFR, please don’t hesitate to contact us. We’re here to support you!

Got questions or need help? Reach out anytime at quijano@quijano.com — we’re ready to assist!

For more details, please see our memo on this topic and the applicable legislation here:

• Quijano Memo (Note: This memo also covers AFR requirements.)
• BVI Business Companies Financial Return Order 2023