Entity Setup
Entity Setup Strategy in the BVI: New Beneficial Ownership Rules & Fee Structure Changes
Key updates to BVI’s BO Regulations from end-2025 bring changes in registration exemptions, enforcement, and fee schedule—essential for anyone forming entities there.
By NomadicTax Research Team • 5-8 min read • September 5, 2026
## Overview of Beneficial Ownership Regulatory Changes in BVI
Late **December 2025**, the BVI amended its *Business Companies and Limited Partnerships (Beneficial Ownership) Regulations, 2024*. These amendments impact entities qualifying for **exemptions** from submitting beneficial ownership information, changes in **registrar powers**, and **fee adjustments**. ([bvifsc.vg](https://www.bvifsc.vg/sites/default/files/bvi_fsc_newsletter_q1_2026_final_02.pdf?utm_source=openai))
### Key Changes Affecting New and Existing Entities
- Entities previously **exempt** under certain categories (like subsidiaries of funds, or companies with regulated or foreign regulated trustees holding shares) may **lose exemptions** if they fail to **comply with conditions**. Monitoring and maintaining eligibility becomes more critical. ([bvifsc.vg](https://www.bvifsc.vg/sites/default/files/bvi_fsc_newsletter_q1_2026_final_02.pdf?utm_source=openai))
- Regulation 14 now allows a **liquidator** of an insolvent legal entity to fulfill beneficial-owner obligations under the BO Regulations. This change provides clearer obligations in insolvency situations. ([bvifsc.vg](https://www.bvifsc.vg/sites/default/files/bvi_fsc_newsletter_q1_2026_final_02.pdf?utm_source=openai))
- Regulation 31B now allows entities, their registered agents, or liquidators to **request copies of already filed beneficial ownership information** from the Registrar. ([bvifsc.vg](https://www.bvifsc.vg/sites/default/files/bvi_fsc_newsletter_q1_2026_final_02.pdf?utm_source=openai))
- Registrar’s power to grant extensions is now more limited under regulation 34—deadlines must be adhered to closely. ([bvifsc.vg](https://www.bvifsc.vg/sites/default/files/bvi_fsc_newsletter_q1_2026_final_02.pdf?utm_source=openai))
### Fee Revisions
- **Removal** of fee for filing beneficial ownership information name and address for entities exempt under specific sections (e.g., section 96A(3)(b) of the Business Companies Act).
- **Introduction** of a **US$75 fee** for obtaining a copy of filed beneficial ownership information under regulation 31B requests.
### Implications for Entity Setup and Ongoing Compliance
- If you plan to form or maintain a BVI company or limited partnership, ensure your entity structure aligns with exemption-criteria and maintain those conditions (e.g. regulated trusteeship, ownership, etc.).
- Liquidators now have clear standing—which means those advising or handling an insolvent entity must ensure beneficial ownership responsibilities are fulfilled during insolvency.
- Those requesting beneficial ownership information (for compliance, due diligence, or transparency) will incur costs—plan for the $75 standard request fee.
- Falling behind on deadlines is riskier since Registrar extensions are more constrained; set internal reminders for submissions.
### Buyer/Investor and Service Provider Perspective
- Investors or counterparties performing due diligence will see clearer access to information filed, but with new fees and procedural rules.
- Registered agents need to update client onboarding processes, ensure clients understand conditions to maintain exemption status.
**Example**: You form a fund-subsidiary company in the BVI, expecting exemption due to fund-subsidiary status under regulation 11. To maintain exemption, you must ensure all trustee relationships, ownership records, and trustee licensing remain valid—any change might force you to file beneficial ownership. Similarly, if someone requests your filed information, you’ll pay $75 under the new rules.
**Takeaway**: If setting up or maintaining a BVI entity, understanding the nuanced criteria and fees surrounding beneficial ownership is now more important than ever.