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About and Process

Cost effective British Virgin Islands company voluntary liquidation services by professionals. 

About

The British Virgin Islands

With over one million companies incorporated and approximately 600,000 active companies on the register, the British Virgin Islands (BVI) reigns supreme as the world’s premier jurisdiction of choice for corporate domicile.  However one of the realities that comes with this distinction is that there will always be a high demand for the BVI voluntary liquidation or dissolution of companies in case of business insolvency.  So if you have a BVI Company incorporation and desire to have it liquidated you need look no further.  BVI Liquidator can offer you the services for Liquidations in BVI for business insolvency, where you require a voluntary solvent liquidation under the BVI Business Companies Act (as amended). BVI Liquidator offers cost effective voluntary liquidation services to clients looking to voluntarily liquidate their BVI companies.

 

We have a panel of experts made up of qualified BVI legal practitioners and accountants, whom we will appoint to assist with liquidating your BVI Company. We simplify the process by handling the whole process from the start to end with no involvement by the appointed Registered Agent in the BVI. Due to our service and the volume we can offer you the most affordable fees. Our service is confidential and we do not share any information other than with the appointed liquidator.

The Process for Voluntary Liquidation of a Solvent BVI Company

The BVI Business Companies Act, 2004 (as amended) (“BVI BC Act”), states that a company may only be put into voluntary liquidation if it has:

No liabilities

If it is able to pay its debt as they fall due.

If the decision is taken to formally wind up a company, it is recommended that the directors, where appropriate, take all practical steps to simplify the British Virgin Islands Company’s (Company) asset and liability position before liquidation is commenced, the most obvious being to pay all creditors in full. This simplifies and speeds up the liquidation process.

 

When liquidating a company, BVI Liquidator will be able to provide a voluntary liquidator in accordance with the provisions of the BVI BC Act.

A voluntary liquidator does not have to be a British Virgin Islands resident, but cannot be:

A disqualified person. 

A restricted person. 

A minor. 

An un-discharged bankrupt.

An individual who is, or at any time in the previous two years has been, a director or acted in a senior management position (having functions or responsibilities in relation to the financial management) of the company or an affiliated company.

An individual who is a close family member of an individual who is or was a director or senior manager as specified above.

Declaration of Solvency

Once the Liquidation Plan has been approved by the Directors, the next requirement is a Declaration of Solvency stating that, in the Directors’ opinion, the Company is solvent, and will be able to discharge, pay or provide for its debts as they fall due. This document is signed by the Directors, and should be accompanied by a Statement of Assets and Liabilities (a draft of which can be provided by BVI Liquidator). The Declaration will state the assets of the Company.

Liquidation Plan

The first step in commencing a voluntary liquidation is the completion of Directors’ and Members’ resolutions approving a Liquidation Plan. The liquidation plan must specify:-

 

  • The reason for liquidation of a Company

  • Estimated time required to complete the liquidation

  • Whether the liquidator is authorised to carry on the Company’s business if he determines that to do so would be in the best interests of the Company’s creditors or shareholders.

  • The names and addresses of each individual to be appointed liquidator, and the remuneration proposed to be paid to each. It should be emphasised that only individuals can be appointed

  • Whether the liquidator is required to send all the Company’s shareholders a statement of account prepared or cause to be prepared by the liquidator in respect of his actions or transactions.

A voluntary liquidator may be appointed by a resolution of Directors or Members. However it is standard practice that BVI Liquidator will draft a resolutions from both Directors and Members be passed in this regard. Prior to this appointment, the Liquidator must first provide written consent to the Company.

Liquidator Filings

Once the Voluntary Liquidator has been appointed the Company should provide written notice of appointment to the Voluntary Liquidator. The Voluntary Liquidator must then within fourteen (14) days of the date of their appointment, file with the Registry of Corporate Affairs:-

  • Notice of their appointment (signed by the liquidator); and

  • The Declaration of Solvency, or extract complying with the Regulations; and

  • A copy of the Liquidation Plan The date of the filing of the Notice of Appointment of the Liquidator is the official date for the commencement of liquidation.

Once the above has been received, BVI Liquidator will then arrange for the documents to be filed with the BVI Registrar or Corporate Affairs, and the liquidation process will have officially commenced. Registry stamped copies of the above documents will be received, and be provided as soon as possible.

Publication of Liquidation

In accordance with the BVI BC Act within thirty (30) days of the commencement of the liquidation, the liquidator’s appointment, confirming the details of the liquidation, must be published:-

 

  • In the Virgin Islands Official Gazette; and

  • In a local BVI newspaper (we typically use the BVI Beacon and Islands Sun); and

  • In at least one issue of a newspaper circulating in the place outside the Virgin Islands in which its place of business, or if it has more than one, its principal place of business, is situated (if none or unknown then as the liquidator see fit.

The BVI Registrar will issue the certificate of dissolution once the Company has been formally dissolved.

Liquidation Documents

The following pro-forma documents can be provided by BVI Liquidator, which have been prepared in accordance with the BVI BC Act

 

1) Consent to act as Liquidator

2) Liquidation Plan with;

     a) Directors Resolution and;

     b) Members Resolution

3) Declaration of Solvency with;

     a) Board Meeting Minutes or;

     b) Directors Resolution

4) Notice of Appointment of Liquidator to;

    a) The Liquidator

    b) The BVI Registry

5) Draft Statement of Assets and Liabilities - stating the assets of the company. 

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