The Beneficial Ownership Secure Search System Act (BOSS) went into effect on July 30, 2017 in the British Virgin Islands. It makes the information about beneficial owners of a BVI-registered company available to official bodies of Great Britain on their request. The Governments of the two countries have agreed upon building a database that will contain the information about the beneficial owners of corporate entities in the BVI.
Initially, the BOSS Act was meant to regulate the collection of the beneficial company owners’ information by registered agents in the BVI. However, when the economic substance requirements were introduced, the authorities of the country made the information available to the UK official bodies too.
A brief description of the BOSS Act
The BOSS Acts with amendments regulates the electronic system that allows searching for the information about business owners in the BVI. The data are entered into the system by a registered agent who has a special code that allows using the system. All the changes that may occur in the company ownership structure, types of activities, and so on are also reflected in the electronic system.
The database is accessible to authorized officials only. They can search the database on request of a Government body or on a court decision. The following official bodies can request access to the information that the database contains:
Financial service commissions;
International tax agencies;
Director of Public Prosecutions office
Financial intelligence units.
Law enforcement agencies of other national states can also gain access to the database but only if their Governments have the corresponding agreements with the BVI. Currently, such an agreement has been signed with the UK alone. National states that have fiscal information exchange agreements with the BVI can obtain paper versions of the documents by filing a request to the BVI Ministry of Finance. Those states that do not have such agreements can gain access to the information via Interpol.
The BOSS system allows fast exchange of the beneficial company owners’ information between the BVI and Great Britain.
Data that the BOSS contains
The BOSS Act specifies what information is to be entered into the database. It contains the following data:
- Company name;
- Company registration number and registration date;
- The registered address of the local company office;
- The name(s) of the beneficial company owner(s), the dates of their births, their nationalities and residence addresses.
The BOSS Acts explains who is considered a beneficial owner of the company, who is considered a trusted agent, and how the corporate property is defined.
A beneficial owner of a BVI-registered company is a person who:
Owns more than 25% of the company shares or votes;
Controls more than 25% of the company shares or votes;
Manages the company under a power of attorney;
Heads a company that owns a private fund or trust.
Corporations and other legal entities registered at a stock exchange as well as mutual funds and licensees do not have to submit their information to the BOSS system.
The trusted agent’s data are entered in the database when applicable.
All changes occurring in the company have to be reported to the registered agent who has 15 days to enter the information about the changes into the database.
The BOSS Act specifies how the information that the database contains has to be stored and protected.
Please note that the beneficial company owners’ data will remain in the BOSS system for five years after the date when the company was closed.
Company registration in the BVI
It is not so simple to acquire beneficial company owners’ information in the BVI. This is one of the reasons why many international entrepreneurs like to register companies in this jurisdiction. On the other hand, a foreign national cannot register a company in the BVI without anybody’s assistance. The law requires that he or she should apply for the services of a registered agent. Only the agent can register a company in the BVI and he/ she will provide support to the company until the moment when it is closed.
The agent’s functions include the following ones:
- Assess the application documents for conformity with the local legislation and have them translated if necessary before submitting the application for company registration.
- Prepare the company constitutive documents.
- Provide for a registered legal address;
- Pay the state duties.
- Provide support in the company’s operations.
- Inform the state bodies about the changes occurring in the company and enter the information about the changes into the BOSS system.
- Keep track of the payments due and help the company owner avoid fines for untimely payments;
- Inform the company owner about any changes occurring in the relevant legislation in the BVI.
- Keep the corporate and the accounting documents of the company.
Depending on the company ownership structure and the types of business activities that it is involved in, the registered agent may have other duties too. These should be specified in the agreement that the company owner signs with the agent. Please contact us if you would like to set up a company in the BVI, to purchase an existing company, or acquire legal and accounting support for your BVI-registered company. Our experts will be happy to answer any questions on the matter that you might have. The costs of our services will depend on a number of factors and they have to be calculated in each individual case. We can register a company in the BVI for you within a very short time!