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Company formation in British Virgin Islands

The British Virgin Islands (BVI) are popular for the registration of international trading companies. Companies are usually used by customers who want to conduct international operations from a secure, tax-free and confidential location. Limited Liability Company (LLC) is an offshore company with limited liability, without local taxes.

The Companies Act of 2004 regulates incorporation, accepting activities and liquidation of limited liability companies. The most popular among foreigners is a limited liability company (LLC). Foreigners can own 100% shares in LLC companies from the British Virgin Islands. The IBC company from BVI is ideal to become involved in company registration in Poland.

LLC company from BVI offers many benefits, such as:
- foreigners may own all shares in LLC,
- taxes are not levied on LLC,
- only amounts contributed to the share capital are exposed to the obligations of creditors LLC,
- one shareholder is required, who may at the same time be the only director of the company,
- no public registers containing the names of directors and shareholders,
- company may issue bearer shares to ensure greater privacy,
- no minimum share capital,
- there is no obligation to submit financial reports and audits.

Each LLC company must choose a name that differs from the names of other companies in the British Virgin Islands. All types of companies (limited by shares or guarantees) must use the following words in their name: "Corporation", "Limited", "Incorporation", "Sociedad Anonima" or appropriate abbreviations.

LLC may issue shares while a shareholder has limited liability. This means that shareholders are not responsible for the debts of LLC. The Companies Act clearly states that LLC has a separate legal identity from shareholders. Therefore, the LLC creditor can not sue the shareholder for the company's debts. However, if the shareholder acted on behalf of the company when the company incurs liabilities, the creditor may file a suit against the shareholder in person for the company's debts.

On the British Virgin Islands, confidentiality is maintained with regard to the details of the actual owners, shareholders and directors of the companies. LLC must keep a register of shareholders and directors and all resolutions and minutes of meetings. These documents are stored in the registered office with complete confidentiality and are not made public. However, shareholders have the right to inspect these documents any time. Neither the shareholders' register nor the register of directors are delivered to the company register.

All documents necessary to establish a company (company agreement and statute) should be submitted in Company Register. Agreement must contain information that the company is a limited liability company and the number and type of shares issued.

Only one shareholder is required to set up a company. A shareholder does not have to be at BVI and can be a citizen of any country. Bearer shares are allowed. The names and addresses of the actual owners must be stored in company documents and are not publicly available.

Only one director should be appointed to manage the company. Directors may be natural or legal persons. Sole shareholder of LLC may also be sole director of company to gain more control over the company.

Each LLC company must appoint a local registered agent whose office may be the registered office of LLC. The registered agent keeps a register of directors, shareholders, resolutions and minutes of meetings that remain confidential and are never submitted to governmental institutions or made public.

LLC companies are exempt from all taxes, including income tax, from capital gains, from estate tax and stamp duty.

Companies are not required to submit financial statements. Accounting documentation is to show the actual financial situation of the company. These documents can be stored anywhere in the world.

Only documents submitted in the company register are: agreement and company's statute, which do not contain the names of owners, directors or shareholders. Establishing a company may take from 3 to 5 business days.