BVI Voluntary Liquidation: a quick and easy guide

The process does not have to be complicated when preparing for the voluntary liquidation of a British Virgin Islands (BVI) company that is nearing the end, or has reached, the end of its useful life.

Where a company is not a regulated entity, has no liabilities, or if it is able to pay its debts as they fall due and the value of its assets equals or exceeds its liabilities, the company may be voluntarily liquidated under Part XII of the BVI Business Companies Act, 2004 (the Act).

In the case of a BVI legal entity registered or incorporated later in the given year, an appointed voluntary liquidator must submit a legal entity’s final notice to avoid unnecessary registration fees for the legal entity before 30 November.

The procedure for voluntary liquidation under Part XII of the Act is as follows and applies to a BVI company that is not a regulated entity:

  1. Declaration of Solvency – the directors of the company must make a declaration of solvency.
  2. Liquidation Plan – the directors must approve a liquidation plan in the approved form.
  3. Appointment of Voluntary Liquidator by Directors Resolution or by Members Resolution – once the declaration of solvency has been made and the liquidation plan approved, a voluntary liquidator may be appointed.
  4. Filings – (1) within 14 days from the date of the appointment of the Voluntary Liquidator, the liquidator will file the necessary documents

And within 30 days of commencement of liquidation (being the date of filing his notice of appointment), the liquidator is required to advertise notice of his appointment in at in a newspaper published in the BVI.