BVI Annual Return Submission Requirement
Further to amendments to the BVI Business Companies Act, BVI Business Companies will need to submit an Annual Financial Return (“Annual Return”) to their Registered Agent within 9 months after their financial year-end, starting from financial years ending on 31 December 2023.
Below we provide key information you need to be aware of to understand this requirement. For assistance or questions, you can email us at contact@bviaccountants.com.
What is the BVI Annual Return?
Further to the BVI Business Companies Act Amendments 2022, from 1 January 2023, every BVI company needs to submit an Annual Financial Return to its Registered Agent.
The Annual Return template consists of a simple Income Statement and Balance Sheet and does not need to be audited.
In summary:
- Income Statement: Provides information about a company’s revenues, expenses, gains, and losses over a specific period.
- Balance Sheet: Shows a company’s assets, liabilities, and shareholders’ equity.
You can read more about the contents of the BVI Annual Return in our specialized article “Understanding The Contents And Form Of The BVI Annual Return Template.” You can also see a copy of the return here.
What changes from 1 January 2024?
1 January 2024 marks the kick-off date for BVI Annual Return submissions. Companies with a financial year-end of 31 December 2023 can begin submitting their Annual Returns from 1 January 2024.
If your BVI company’s financial year-end is 31 December, we recommend you start collecting all accounting documentation (invoices, agreements, bank statements, broker statements, etc.) early. You can contact an accounting firm like Asterisk BVI to assist with preparing your accounting records and annual return to avoid last-minute stress or delays. Alternatively, if you have some accounting knowledge and are familiar with your company’s performance, you may prepare the Annual Return yourself.
Filing Dates
- Example: If your company’s financial period is 1 January to 31 December 2024, the return can be submitted starting from 1 January 2025, with the latest submission date being 30 September 2025.
Companies with a financial year other than the calendar year must file their Annual Return no later than 9 months after their financial year-end.
- Example: A company with a 31 March financial year-end must submit its 2024 Annual Return between 1 April 2025 and 31 December 2025.
How to Submit the BVI Annual Return
After the Return is completed, it must be sent to the company’s Registered Agent. The Registered Agent is responsible for collecting the returns and informing the BVI Registrar of companies that fail to comply, one month after the company’s deadline lapses.
Financial Year-End
A common question is whether companies can set a shorter or longer financial year.
- The financial year-end can be set by a written resolution of the company’s directors and must be communicated to the Registered Agent, especially if it differs from 31 December.
- The legislation does not permit extended periods. For example, if your company is incorporated on 1 December 2023, it is not expected that the first Annual Return can cover 1 December 2023 to 31 December 2024.
Privacy of Filed Returns
Annual Returns filed with the Registered Agent remain confidential. The agent must only disclose information when legally required. Examples include requests from:
- The BVI Financial Services Commission (under the Financial Services Commission Act, 2001)
- The International Tax Authority (under the Mutual Legal Assistance (Tax Matters) Act, 2003)
- The Financial Investigation Agency (under the Financial Investigation Agency Act, 2003)
- The Attorney General (under the Criminal Justice (International Cooperation) Act, 1993)
Penalties
Registered Agents must inform the BVI Financial Services Commission about non-compliance one month after the due date. Failure to file the Annual Return constitutes an offence and may result in:
- Fines
- The company being deemed not in good standing
- The company being struck off the Register by the Registrar
Which BVI Companies are Exempt from Preparing an Annual Return?
The following companies are exempt under Section 98A(5) of the Act:
- Listed companies (i.e., those listed on a stock exchange)
- Companies regulated under financial services legislation that submit financial statements to the Commission
- Companies that file annual tax returns with the BVI Inland Revenue Department, accompanied by financial statements
- Companies in liquidation (unless the Annual Return is due before the liquidation commences)
Companies in Liquidation
Companies in liquidation do not need to prepare returns for any financial periods during liquidation. However, returns must be filed for all financial years prior to the commencement of liquidation.
Currencies for the Return
Any currency in which the company prepares its financial statements can be used. The USD reference in the template can be substituted.
Accounting Standards for the Return
The BVI Business Companies Act does not prescribe specific accounting standards for the preparation of the Return. Asterisk BVI prepares records and Annual Returns in accordance with International Financial Reporting Standards (IFRS), as these are widely used and accepted in the BVI.
Does the Annual Return Need to be Audited?
No, the 2022 amendments to the BVI Business Companies Act do not require the Annual Return to be audited.
How You Can Prepare
Since the BVI Annual Return must be completed based on the financial records, we highly recommend you start collecting the necessary documentation as it becomes available. Engage with a professional early if you need assistance.
Copy of the Return
You can find a copy of the return in PDF format here.
How Asterisk BVI Can Help
Asterisk BVI specializes in preparing BVI Annual Returns, Accounting Records, and Financial Statements. We offer efficient and cost-effective assistance with Annual Return preparation.
Contact us at contact@bviaccountants.com for more information and assistance.
Summary of Key Points
- An Annual Return (income statement and balance sheet) must be submitted to your Registered Agent.
- Some companies are exempt (see above).
- Companies with a calendar-year financial year end (31/12) must submit their first return by 30 September 2024 & second return by 30 September 2025.
- No audit is required.
- Returns can be completed in the company’s reporting currency.
- Late submissions will result in penalties.