Business Companies (“BVIBC”) - A BVIBC is a separate legal entity from its investors (whose liability is limited by statute). Shares do not need to have any par value or capital attributed to them. The directors may also designate different series within each share without need to amend the fund’s constitutional documents. Due to its flexibility, BVIBCs are the most commonly used vehicle.
Segregated Portfolio Companies ("SPCs") - A SPC is a single legal entity with the statutory ability to segregate assets and liabilities between segregated portfolios established within the company. The SPC can issue shares and declare dividends on its own account, as well as with respect to each individual segregated portfolio. As such, the SPC is a particularly useful vehicle for multi-class or umbrella funds which wish to offer different investment strategies to investors.
Unit Trusts - Unit trusts are suitable for a variety of investment structures, including the stand-alone trust and the umbrella trust. Under BVI law, a unit trust does not have separate legal personality and therefore is not entitled to the same statutory limited liability as other structures. Unit trusts are rarely used as fund structures. However, regardless of the structure, a BVI Investment Fund and its investors are exempt from BVI income taxes or capital gain taxes.
Limited Partnership Act (“LPA”)
- The new BVI Limited Partnership Act has recently been updated to provide a modern and flexible partnership regime, in particular for those conducting investment activities. The LPA is innovative and will be highly attractive to Funds, particularly Private Equity Funds.