Effective 1 January 2023, all companies incorporated or registered in the BVI ("Companies") are required to file a financial return (an "Annual Return") with their Registered Agent each year. The form for the annual return consists of a simple balance sheet and profit and loss statement. There is no requirement for the annual returns to be audited. The information filed with the RA will not be made publicly available. We recommend that the required annual return (click here for the form) is provided to us 30 days before the filing deadline to avoid any further delays.

Due Date

The annual return should be filed within nine (9) months after the end of the company’s financial/fiscal year to which the annual return relates. The earliest date an annual return becomes due (as opposed to when it must be filed) for a company is 1st January 2024, considering that legislation and its order came into effect on 1st January 2023. This will relate to a company that has a calendar year as its financial/fiscal year. The company has until 30th September 2024 to file its annual return that became due on 1st January 2024 (and will be due each 1st of January thereafter and should be filed before each 30th of September thereafter).

If the company’s financial/fiscal year does not correspond to a calendar year, its first annual return becomes due in 2024, depending on the month in which the commencement of its financial year falls. For example, if the financial/fiscal year of a company is from February to January. For the purposes of complying with its return filing, its first annual return becomes due on 1st February 2024, but it has until 31st October 2024 to file its annual return.

Penalty

Otonomos as the Registered agent is required to notify the BVI Registry of Corporate Affairs of any company that has failed to provide the annual return within 30 days of its last filing date and the company will be liable to pay a penalty of US$300 for the first month of non-compliance and US$200 for each month that the company remains in breach of the filing obligation, up to a maximum of US$5,000. The BVI Registrar of Corporate Affairs may also strike a defaulting company off the register.

Fiscal Year

If your company is not following a calendar financial/fiscal year, please do inform us by 31st December, otherwise we will assume that your company has a calendar financial/fiscal year, and that 30th September 2024 will be your annual return filing deadline. We recommend that the annual return form is provided 30 days before the filing deadline (30th September 2024) to avoid any further delays.