The British Virgin Islands (BVI) is the leading offshore jurisdiction for incorporating companies. The BVI Business Companies Act 2004 (as amended) is the statute which governs the incorporation and management and operation of more than 700,000 companies (BCAs). It deals with the relationships between the companies, its directors and members. This article will first examine the changes in company law brought about by the introduction of the Act, especially the positive effect it has had on minority shareholders’ rights and the way these rights can be exercised to combat fraud. The second part of the article will address other methods of protecting against fraud in the BVI, including using liquidators’ powers to do so.
The BVI introduced provisions akin to sections 459 to 461 of Companies Act 1985 (under which previously unsatisfied minority shareholders had no other option but to seek the winding up of a company on just and equitable grounds, an undesirable and, in many cases, unnecessary step).
