The types of BVI companies cover almost any international structure: a company limited by shares for holding and trading, a guarantee company for foundation-style work, an unlimited company for special cases, a restricted purposes company for financing deals and a portfolio company for funds. All pay no tax in the islands.
The hard part is picking the right one. The wrong type can mean a name the Registry rejects, a Commission approval you did not plan for, a structure your bank does not understand or a company that cannot do what you formed it to do. Many guides still list the IBC, which no longer exists.
You do not have to work that out alone. Binderr works with licensed registered agents in the BVI and sets up the right company for your plans: we agree the type, prepare the KYC pack and the constitution, and handle the filing and the registers. A standard company starts from €1,899, formed in 2 to 5 working days once the file is complete.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
Types of BVI Companies at a Glance
The types of BVI companies are set by the BVI Business Companies Act 2004, which allows five statutory types of company, and any of them can take one of two special forms. The table shows how they differ and who uses them.
Type | Members' liability | Shares | Typical use |
|---|---|---|---|
Company limited by shares | Limited to any unpaid amount on their shares | Yes | Holding, trading, investment, joint ventures |
Company limited by guarantee, no shares | Limited to the amount each member guarantees | No | Charities, clubs, foundation-style structures |
Company limited by guarantee, with shares | Limited to the guarantee and any unpaid share amount | Yes | Foundation-style structures with investors |
Unlimited company, no shares | No limit | No | Rare, for specific tax or regulatory reasons |
Unlimited company, with shares | No limit | Yes | Rare, for specific tax or regulatory reasons |
Restricted purposes company | Depends on the base type | Usually | Special purpose vehicles in financing deals |
Segregated portfolio company | Limited per portfolio | Yes | Funds and insurance, with Commission approval |
Almost every BVI company is a company limited by shares, and that is what people mean when they talk about a BVI company.
The Five Statutory Types
The Act sets the five types by two questions: is the members' liability limited, and can the company issue shares? A company limited by shares answers yes to both. A guarantee company limits liability to a promised amount, with or without shares. An unlimited company puts no cap on liability, with or without shares.
The Two Special Forms
A restricted purposes company is a company whose memorandum limits what it may do, and its name must end in "(SPV) Limited" or "(SPV) Ltd". A segregated portfolio company keeps the assets and liabilities of each portfolio separate, and its name must include "Segregated Portfolio Company" or "SPC" before the ending. A segregated portfolio company needs the Financial Services Commission's approval before it can be formed.
Set Up the Right Type of BVI Company
The right company type is easy to get when the structure is agreed first. This is what we handle for you.
- From €1,899: A standard company limited by shares, formed through a licensed agent.
- Type agreed on one call: Shares, guarantee or special form matched to your plans.
- Name checked first: The right ending for the type, so the Registry accepts it.
- No tax in the islands: Every company type pays no income or capital gains tax.
- KYC pack prepared: One clean file for every owner and director.
- Special forms planned: Commission approval for portfolio companies built into the timeline.
How the Type Affects Your Company
Choosing between the types of BVI companies decides what the company can do, what its name ends in, how members are protected and how a bank reads the structure. Changing type later means amending the memorandum and articles, and some changes need the members' approval, so it is cheaper to get it right at formation. Read what a BVI company is and how it works and the benefits and drawbacks of a BVI company.
BVI Company Limited by Shares
Of all the types of BVI companies, the company limited by shares is the standard company and the one most owners need. Its members can lose what they paid, or agreed to pay, for their shares and nothing more.
How It Works
The company states the maximum number of shares it may issue. There is no minimum capital, shares can be issued in any currency with or without a par value, and different classes can carry different rights, such as voting, non-voting or preference shares. Dividends are paid on a solvency test, not out of profits.
Who Uses It
Holding companies, trading companies, joint ventures, investment vehicles and listing vehicles. It is the company banks, investors and the Hong Kong Stock Exchange expect when they deal with a BVI company. Read how to set up a BVI holding company or set up a BVI trading company.
Names and Fees
The name must end in Limited, Corporation, Incorporated, Société Anonyme or Sociedad Anónima, or an abbreviation such as Ltd, Corp or Inc. The Registry fee is US$550 for up to 50,000 authorised shares and US$1,350 above that, at incorporation and each year.
Who Should Not Pick It
A charity or a members' club with no owners in the usual sense is better served by a guarantee company. Everyone else should start here.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
BVI Company Limited by Guarantee
A company limited by guarantee is owned by members who promise to contribute a set amount if the company is wound up. It can be formed with or without the power to issue shares.
How It Works
The guarantee only comes into play in a liquidation. Until then the members pay nothing, and the company is run by its directors like any other. A guarantee company with shares adds share capital on top of the guarantee, which is useful where some members invest and others do not.
Who Uses It
Charities, clubs, trade associations and foundation-style structures that hold assets for a purpose or a family rather than for shareholders. The BVI has no separate foundations law, so a guarantee company is the usual way to build a foundation-style vehicle. Read how to set up a BVI foundation.
Who Should Not Pick It
A business that plans to raise money, pay dividends to investors or list should use a company limited by shares. Banks and investors are more familiar with it.
BVI Unlimited Company
An unlimited company puts no cap on its members' liability. It can be formed with or without shares, and its name must end in "Unlimited" or "Unltd".
Who Uses It
Unlimited companies are rare. They are used where a member's tax treatment at home depends on the company being unlimited, or where a regulator or counterparty requires the members to stand behind the company's debts.
Who Should Not Pick It
Almost everyone. If you are not sure why you need unlimited liability, you do not need it, and a company limited by shares will serve the same purpose with far less risk to the owners.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
Restricted Purposes Company
A restricted purposes company, often called a BVI SPV company, is a company whose memorandum sets out exactly what it may do. Anything outside those purposes is beyond its powers.
How It Works
The restricted purposes are stated in the memorandum, and the name must end in "(SPV) Limited" or "(SPV) Ltd". Lenders and investors take comfort that the company cannot take on other business or other liabilities.
Who Uses It
Special purpose vehicles in securitisations, structured finance and off-balance-sheet financing, and companies that hold a single asset for a lender. Read how to set up a BVI SPV.
Who Should Not Pick It
A company that may need to change its business later. An ordinary company limited by shares can still be used as an SPV without the formal restriction.
Segregated Portfolio Company
A segregated portfolio company, or SPC, is one legal entity that keeps the assets and liabilities of each portfolio separate from the others and from its general assets.
How It Works
Creditors of one portfolio can only reach that portfolio's assets. The name must include "Segregated Portfolio Company" or "SPC" before the ending, and the company needs the Financial Services Commission's approval before it can be formed.
Who Uses It
Investment funds with several sub-funds, insurance companies with separate cells and similar regulated structures. Read how a BVI segregated portfolio company works and about BVI fund formation.
Who Should Not Pick It
Any ordinary business. The approval process and the regulatory filings only make sense for funds and insurance.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
BVI Limited Liability Company
There is no limited liability company, or LLC, in BVI law. When people ask for a BVI limited liability company, the right answer is a BVI company limited by shares.
Why There Is No BVI LLC
The LLC is a United States form that mixes company liability protection with partnership-style tax treatment. The BVI has no need for that tax feature, because every company is taxed at zero in the islands, so the company limited by shares does the job.
What to Tell Your Adviser
If a US adviser or bank asks for an LLC, explain that the BVI equivalent is a business company limited by shares, describe it with its name and company number, and ask how it will be treated for US tax purposes. Some US owners make an election on how a foreign company is taxed; that is a question for your US adviser.
International Business Company BVI
The international business company, or IBC, was the BVI's offshore company from 1984 until the BVI Business Companies Act 2004 replaced it. After 1 January 2007 every IBC still on the register was re-registered as a BVI business company.
What a BVI IBC Company Is Today
There is no such thing as a new BVI IBC company. Providers still use the term because people search for it, but the company they form is a business company under the 2004 Act, with the same rules, fees and filings as any other.
Why the Difference Matters
An IBC package may be built on old rules: bearer shares, no register filings or outdated fees. Bearer shares were abolished on 1 July 2023, and every company files its register of members and beneficial ownership information with the Registry within 30 days. Read about the BVI Business Companies Act and its amendments.
Other Types of Legal Entities in the British Virgin Islands
Companies are not the only types of legal entities in the British Virgin Islands, and the types of BVI companies above often sit inside one of these structures. These structures sit alongside them, each under its own law.
- Limited partnership: Formed under the Limited Partnership Act 2017 since 11 January 2018, with or without legal personality, and used for funds and joint ventures.
- Trust: Governed by the Trustee Act and, for family companies, the Virgin Islands Special Trusts Act; read how to set up a trust in the BVI.
- Private trust company: A company that acts as trustee for one family's trusts; read how to set up a BVI private trust company.
- Investment fund: A company, partnership or trust recognised under the Securities and Investment Business Act 2010 as a private, professional, public, incubator or approved fund.
- Foreign company: A company formed elsewhere that registers in the BVI to do business there.
Each of these has its own filings, and funds, private trust companies and foreign companies registering locally need extra approvals or licences. A company limited by shares often sits inside them, for example as the asset-holding company under a trust.
How the Company Type Affects Tax and Substance
Every type of BVI company pays no income tax, capital gains tax or withholding tax in the islands. The type changes the regulation and the filings, not the tax rate.
Economic Substance Follows the Activity
The Economic Substance (Companies and Limited Partnerships) Act 2018 applies by what a company does, not by its type. A company carrying on one of nine relevant activities, such as holding, finance and leasing, headquarters or intellectual property business, must meet a substance test, and a pure equity holding company meets a reduced one. Read about BVI economic substance requirements for holding companies.
Regulated Types File More
A segregated portfolio company used as a fund or insurer files with the Financial Services Commission on top of the Registry, and funds file audited accounts. An ordinary company limited by shares files only its registers, the annual return with its agent and the substance report.
Tax at Home Depends on the Type Too
Some countries treat a guarantee company, an unlimited company or a partnership differently from a company limited by shares. Ask your adviser at home how the type you choose will be taxed before you form. Read about BVI company tax rates and reporting requirements.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
Types of BVI Companies for Non-Residents
Every type of BVI company can be owned and run from abroad. There is no residency or nationality rule for directors, shareholders or members, and the whole formation runs remotely through the registered agent.
What differs is how much the bank and the agent will ask. A company limited by shares with individual owners is the simplest file. A guarantee company needs a clear explanation of its purpose, a restricted purposes company needs the deal documents, and a portfolio company needs the Commission's approval and the fund's offering documents. Plan the extra paperwork into the timeline, and read our guide to setting up a company as a non-resident.
Which BVI Company Type Fits Your Plans
For almost every owner the choice between the types of BVI companies is simple. Match the plan to the type below, and talk to us if your case does not fit.
- Holding shares in other companies: Company limited by shares.
- Trading internationally: Company limited by shares.
- A joint venture with partners abroad: Company limited by shares, with the partners' rights in the articles.
- One financing deal or one asset: Restricted purposes company, or a company limited by shares used as an SPV.
- A fund with several sub-funds: Segregated portfolio company, with Commission approval.
- A charity or foundation-style vehicle: Company limited by guarantee.
- Family wealth under a trust: A trust holding a company limited by shares.
Read how to set up a BVI joint venture company.
How Each Type of BVI Company Is Formed
All types of BVI companies are formed the same way, through a licensed registered agent, with extra steps for the special forms. With us, one team runs each step with the agent.
Agree the Type and the Constitution
We agree the type, the owners, the directors and the share structure, and draft the memorandum and articles. For a restricted purposes company the purposes go into the memorandum; for a guarantee company, the amount each member guarantees.
Check Every Owner
The agent checks every director, shareholder and beneficial owner before it files. One complete KYC pack keeps this to a few working days.
File and Register
The agent files through VIRRGIN and the certificate usually follows within 2 to 5 working days. The first director is appointed within 15 days, and the register of members and beneficial ownership information are filed within 30 days. A segregated portfolio company adds the Commission's approval before filing.
Full-Service BVI Company Formation for Any Type
Whichever type you need, the work is done for you.
- Type and constitution: Memorandum and articles drafted for the type you need.
- Name accepted first time: The ending the Act requires for that type.
- One KYC pack: Built once for the agent and the bank.
- Faster than going direct: One complete file, so no rounds of questions.
- Registers within 30 days: Members and beneficial owners filed for you.
What Each Type of BVI Company Costs
The Registry fees for companies with shares depend on the number of authorised shares, whatever the type. With Binderr, a standard company limited by shares starts from €1,899.
Company type | Formation with Binderr | Yearly government fee | Notes |
|---|---|---|---|
Company limited by shares | From €1,899 | US$550, or US$1,350 above 50,000 shares | The standard company |
Company limited by guarantee | Quoted separately | Set by the Registry schedule, quoted with your setup | Constitution drafted for the guarantee |
Restricted purposes company | Quoted separately | US$550, or US$1,350 above 50,000 shares | Purposes drafted into the memorandum |
Segregated portfolio company | Quoted separately | Higher, with Commission fees | Approval and regulatory filings |
Unlimited company | Quoted separately | Set by the Registry schedule, quoted with your setup | Rare, with advice on why it is needed |
A simple company limited by shares usually costs about US$2,500 to US$4,500 in its first year, including a light business account. Read how much a BVI company costs.
Company Incorporation in BVI (Virgin Islands)
Binderr
Corporate tax
0% for most
Capital gain tax
0%
Incorporation time
2–5 working days
Cost
Starting from €1,899
Banking for Each Type of BVI Company
Banks know the company limited by shares best of all the types of BVI companies, and they ask more questions about guarantee companies, restricted purposes companies and portfolio companies. The few local banks in Road Town serve mainly residents, and banks abroad review BVI companies closely since the FATF grey listing of June 2025.
A Faster Route Through Our Partners
Our banking partners are licensed electronic money institutions that open multi-currency accounts for BVI companies owned from abroad, usually within days of a complete file, with no minimum balance. Read our guide to BVI offshore banking for companies.
Equals Money
Business Bank Account
Time to onboard
2 Days
Account opening fee
Free
Monthly fee
€30
3S Money
Cross-border payments
Time to onboard
4 Days
Account opening fee
Free
Monthly fee
Starting from € 100
Common Mistakes When Picking a BVI Company Type
Most problems with the types of BVI companies come from copying a structure from another country or an old guide.
- Asking for an LLC: There is no BVI LLC, so ask for a company limited by shares.
- Buying an IBC package: The IBC no longer exists, and old packages may be built on old rules.
- Using a guarantee company for a business: Investors and banks expect shares.
- Forming a portfolio company without approval: The Commission must approve it first.
- Authorising too many shares: Above 50,000 the yearly fee rises to US$1,350.
- Wrong name ending: The Registry rejects a name without the ending the type requires.
Talk to Us About the Right Company Type
Not sure which type of BVI company fits? Tell us what it will do.
- Plan first: Holding, trading, financing or foundation-style, matched to the type.
- Special forms explained: When an SPV or a portfolio company is worth it.
- Home tax flagged: How the type will be treated where you live.
- Banking planned: The account opened alongside the company.
- Clear pricing: Every fee in writing, from €1,899.
Bottom Line
The types of BVI companies are five statutory types, shares or guarantee, limited or unlimited, plus two special forms, the restricted purposes company and the segregated portfolio company. For almost every owner the right choice is the company limited by shares. The BVI has no LLC and no new IBCs, and both terms point back to the same standard company.
Pick the type before anything is filed, use the ending the Act requires and keep the share count at 50,000 or fewer unless you need more. We form BVI companies from €1,899 through licensed agents and quote the special forms separately. Read our BVI company formation guide.
What are the types of BVI companies?
What are the types of legal entities in the British Virgin Islands?
What is a BVI company limited by shares?
Is there a BVI limited liability company?
What is a BVI international business company?
What is a BVI company limited by guarantee?
What is a BVI restricted purposes company?
What is a BVI segregated portfolio company?
What is the most common BVI company type?
Can I change the type of a BVI company later?
Do all types of BVI companies pay the same fees?
Which type of BVI company is best for a holding company?
How do I set up a BVI company of the right type?
Sources
- BVI Business Companies Act, Revised Edition, BVI Financial Services Commission
- Lexology, types of companies under the BVI Business Companies Act 2004
- Trident Trust, BVI Limited Partnership Act 2017
- BVI Business Companies (Amendment of Schedule 1) (No. 2) Order 2022, Registry fees
- Campbells, guide to the 2022 BVI Business Companies Act amendments
- Walkers, BVI companies law changes in force 2 January 2025
- FATF, jurisdictions under increased monitoring, June 2026
