Gambling licensing
since 2004

Offshore · Company formation

BVI company formation for gambling-sector groups

A BVI business company is a fast, tax-neutral holding vehicle, but it is not a gambling license and the BVI does not issue remote gaming licenses. This page covers the company side: law, registered agent, fees, beneficial ownership, economic substance and where a BVI company fits in a licensed group.

By Alex SzilaghiReviewed All formation jurisdictions

Usual vehicle
Business company
Minimum capital
None
Local requirement
Agent only
Corporate tax
0%
Time to incorporate
≈ 1–2 weeks

Indicative, for a company that will hold or run a licensed gambling business. Reviewed 10 October 2026.

A BVI company holds no gambling authorization by itself. The BVI's Virgin Islands Gaming and Betting Control Act, 2020 created a licensing Commission, but we have found no public evidence that the Commission is operating or that any remote or online gaming license has been issued to a BVI company as of October 2026. The license must come from another regulator (e.g. Curaçao, Anjouan, Kahnawake, Tobique, Tuvalu).

Short answer

A BVI company is a business company limited by shares under the BVI Business Companies Act, 2004, as amended by the BVI Business Companies (Amendment) Act, 2022 (in force 1 January 2023) and the 2024 Amendment Act (in force 2 January 2025). It is formed through an FSC-licensed registered agent, needs one shareholder and one director, has no minimum capital, and pays US$550 a year in government fees for up to 50,000 authorized shares (US$1,350 above). Income tax is 0%, but beneficial owners (10%+), members and directors are filed with the Registrar, an annual financial return and an economic substance report are mandatory, and the company holds no gambling license.

British Virgin Islands company formation at a glance

Entity type
BVI business company limited by shares (BC); used mainly as a holding or IP-owning company in gambling groups
Governing law
BVI Business Companies Act, 2004, as amended in 2022 (in force 1 January 2023) and 2024 (in force 2 January 2025)
Registry
Registry of Corporate Affairs (BVI Financial Services Commission), filings only through a registered agent on the VIRRGIN system
Minimum capital
None; shares may be issued with or without par value
Shareholders
One minimum; individuals or companies of any nationality; bearer shares are no longer permitted
Directors
One minimum, individual or corporate, any nationality; first director must be appointed within 15 days of incorporation
Local resident requirement
None for directors or shareholders; a BVI registered agent and office are mandatory
Registered agent/office
BVI registered agent licensed by the Financial Services Commission, which also provides the registered office
Corporate tax
0% income tax; no capital gains tax, VAT or withholding tax
UBO register
Beneficial owners (10%+) filed with the Registrar within 30 days; not public, but legitimate-interest access for 25%+ holders since 1 April 2026
Accounts/audit
No audit or public filing; an annual financial return goes to the registered agent within 9 months of year-end
Time to incorporate
About 1–2 business days once the agent has accepted the client; 1–2 weeks overall with KYC (indicative)

What the gambling regulator expects of the company

  • A BVI company holds no gambling authorization by itself: incorporation, a certificate of good standing or an FSC-licensed agent do not permit any gaming activity anywhere.
  • The Virgin Islands Gaming and Betting Control Act, 2020 (commenced 9 July 2021) requires a license from a Gaming and Betting Control Commission; in 2022 the Government confirmed the Commission was not yet established, and we have found no public record of it issuing licenses, including remote or online licenses, as of October 2026.
  • The Act sets no express territorial limit on licensable gaming activities, so BVI counsel have warned it may arguably reach BVI companies engaged in gaming outside the BVI. Get a BVI legal opinion before using a BVI company as an operating or license-holding entity.
  • Curaçao: under the National Ordinance on Games of Chance (LOK) the licensee must be a Curaçao NV or BV with a resident managing director; a BVI company can only sit above it as a disclosed shareholder. See the Curaçao gambling license.
  • Anjouan: an Anjouan IBC is the standard applicant and foreign companies are accepted only case by case; a BVI parent above the IBC is common. See Anjouan company formation.
  • Kahnawake and Tobique accept a company incorporated in any jurisdiction, including the BVI, provided the full ownership and control structure up to the beneficial owners is disclosed and documented; opaque or shell structures are rejected. Tuvalu also accepts applicants incorporated outside its territory and does not exclude the BVI on its published rules. In all three, expect enhanced scrutiny of offshore ownership chains. See Tuvalu company formation and Marshall Islands company formation for alternatives.
  • Disclose the gambling purpose to the registered agent at onboarding; many BVI agents restrict or decline gambling-related companies, and the agent's due diligence is the gateway to incorporation.

Which British Virgin Islands entity to use

VehicleUse it forNotes
BVI business company as holding companyTop or intermediate holding for licensed operating companies in Curaçao, Anjouan, Romania or elsewhereThe most defensible use. Regulators review it as part of the ownership chain, and a pure equity holding company falls under the reduced economic substance test.
BVI business company as the applicant for a foreign licenseLicenses that accept a company incorporated in any jurisdiction (e.g. Kahnawake, Tobique, Tuvalu)Kahnawake and Tobique accept it provided the full ownership and control structure up to the beneficial owners is disclosed and documented; opaque or shell structures are rejected. Tuvalu acceptance is case by case through its agent. Confirm before you incorporate, and take BVI legal advice on the 2020 Gaming Act first.
Local licensee subsidiary below a BVI parentLicenses that require a local company (Curaçao NV/BV, Anjouan IBC, Romanian SRL)The license sits in the local subsidiary; the BVI parent is disclosed to the regulator with its full ownership chain and source of funds.

How to incorporate in British Virgin Islands

  1. Week 1

    Structure and license check

    Decide whether the BVI company will be a holding company or a license applicant, confirm acceptance with the target regulator, and take BVI advice on the 2020 Gaming Act if it will operate.

  2. Week 1

    Agent onboarding and KYC

    Engage an FSC-licensed registered agent and pass its due diligence: IDs, address proofs, source of funds and wealth, ownership chart and business description.

  3. Days 1–2 after acceptance

    Incorporation

    Agent reserves the name and files the memorandum and articles on VIRRGIN; the Registrar issues the certificate of incorporation.

  4. Within 15–30 days

    Directors, members and BO filings

    Appoint the first director within 15 days and file the register of directors within 15 days of appointment; file the register of members and beneficial ownership information within 30 days of incorporation.

  5. Weeks 2–4

    Corporate set and apostille

    Issue shares, adopt board resolutions, and obtain certified and apostilled documents and a certificate of good standing for regulators, banks and PSPs.

  6. Parallel

    License and banking

    File the license application in the chosen jurisdiction and open accounts with EMIs, PSPs or banks outside the BVI.

Documents you will need

  • Certified passport copy for each shareholder, director and beneficial owner
  • Proof of residential address issued within the last 3 months
  • Bank or professional reference letter and CV for directors and beneficial owners
  • Source-of-funds and source-of-wealth statement with supporting evidence
  • Corporate shareholder documents: certificate of incorporation, constitution, registers and good standing
  • Signed ownership chart to the ultimate beneficial owner, including any nominee or trust arrangements
  • Business plan stating the gambling-sector activity, target license and countries of operation
  • Proposed company name, authorized share structure and financial year-end

Tax

Income tax
0% for BVI business companies
Capital gains, VAT and withholding tax
None
Payroll tax
Only if the company has employees working in the BVI
Where you are managed
Management and control, permanent establishment and CFC rules in the directors' and owners' countries can tax the company's profits
EU tax list
BVI is on Annex II (cooperative, under monitoring), not on the EU blacklist, per the 9 October 2026 Council update

Annual upkeep

Annual government fee

US$550 (up to 50,000 authorized shares) or US$1,350 (above); due 31 May for companies incorporated January–June, 30 November for July–December. Late payment costs 10%, then 50%, and leads to strike-off.

Annual financial return

Balance sheet and income statement filed with the registered agent within 9 months of year-end (not public, no audit required).

Economic substance return

Filed through the registered agent within 6 months of the financial period-end, on VIRRGIN since 2 January 2026.

Registers and beneficial ownership

File changes to directors, members and beneficial owners with the Registrar within 30 days.

Registered agent and office

Renew yearly; the agent refreshes KYC and can resign if information is not provided.

Group tax filings

File where the company is managed and its owners are tax resident; BVI 0% tax does not remove those obligations.

Banking and payments

Do not expect to bank a gambling-sector BVI company in the BVI. Most groups use EMIs, gaming-friendly PSPs and banks in the jurisdiction of the operating license, and most of them want the license and payment flows in the operating company, not the BVI parent. Expect enhanced due diligence on the full ownership chain and a current certificate of good standing, which the Registry will not issue if filings are outstanding.

Mistakes to avoid

  1. Describing the group as "BVI-licensed": the BVI company holds no gambling authorization and the BVI does not issue online gaming licenses.
  2. Running gaming through a BVI company without BVI advice on the 2020 Gaming Act's possible extraterritorial reach.
  3. Holding game IP in the BVI company without people and decision-making there: IP is a high-risk relevant activity under the Economic Substance Act and penalties start at US$50,000.
  4. Assuming ownership stays secret: beneficial owners, members and directors are filed with the Registrar, nominee shareholders must disclose their nominator, and legitimate-interest access has applied since 1 April 2026.
  5. Missing the annual fee or annual financial return: the company loses good standing, which blocks license renewals and banking, and a struck-off company is now dissolved automatically.

British Virgin Islands compared

British Virgin IslandsAnjouanNevisTuvaluMarshall Islands
Usual vehicleBusiness companyIBCCorporation or LLCForeign company (TV IBC is shipping-only)NRDE corporation / LLC
Minimum capitalNoneNone publishedNonePer vehicle; no TGA minimumNone
Local requirementAgent onlyAgent onlyAgent + Reporting OfficerNone for licenseTCMI agent only
Corporate tax0%0% (IBC)0% if non-resident0% GGR; vehicle's own tax0% (NRDE)
Time≈ 1–2 weeks≈ 1 weekA few days2–4 weeks (vehicle)1–5 days

Every formation jurisdiction side by side: company formation for gambling licenses. Licenses compared: gambling license jurisdictions. How we work: gambling consulting services.

What we do

Before you incorporate

We check that the entity, ownership chain and tax position will pass the regulator and the bank, and model the year-one cost.

Formation and registered office

We prepare the documents and coordinate incorporation, registered office and tax registration through licensed local agents and counsel.

Banking

We prepare the underwriting file and introduce banks, EMIs and PSPs that work with gambling businesses in British Virgin Islands.

The license

We advise on the license route and stay on for compliance and reporting.

Written and reviewed by Alex Szilaghi

Founder of Szilaghi Consulting. More than twenty years in gambling licensing and corporate structuring across EU, UK, Canadian and offshore jurisdictions, based in Romania and working before ONJN on Class 1 and Class 2 files. We act as Romanian representative and local director for foreign ONJN licensees and file their monthly regulatory reports, so these guides reflect how the rules are applied in practice, not only how they read.

Last legal review . Current to British Virgin Islands company and tax law as of the review date. General information, not legal advice.

British Virgin Islands company formation — FAQs

Can a BVI company get an online gambling license in the BVI?

Not in practice as of October 2026. The Virgin Islands Gaming and Betting Control Act, 2020 created a licensing Commission, but we have found no public record of it issuing remote gaming licenses. The license has to come from another jurisdiction.

Which gambling licenses accept a BVI company?

Kahnawake and Tobique accept a BVI company, as they would a company incorporated in any other jurisdiction, provided the full ownership and control structure up to the beneficial owners is disclosed and documented; opaque or shell structures are rejected. Tuvalu accepts applicants incorporated outside its territory, subject to case-by-case due diligence. Curaçao requires a local NV or BV and Anjouan normally uses an Anjouan IBC, so there the BVI company sits above the licensee as a holding company. See gambling company formation to compare.

How much does a BVI company cost in government fees?

US$550 at incorporation and each year for up to 50,000 authorized shares, or US$1,350 above that, plus US$125 for the beneficial ownership filing at incorporation. Registered agent and filing fees come on top and vary by provider.

Is the BVI beneficial ownership register public?

No. Since 2 January 2025, beneficial owners holding 10% or more are filed with the Registrar. Since 1 April 2026, persons with a legitimate interest, such as obliged entities doing due diligence, can apply to see owners of 25% or more.

Does a BVI holding company need economic substance?

Every BVI company files an economic substance return. A pure equity holding company only has to meet the reduced test, while a company holding IP, for example game IP, faces the strictest high-risk IP rules.

Does a BVI company need audited accounts?

No audit is required, but since 2023 every company must keep accounting records and give its registered agent an annual financial return within 9 months of year-end. Gambling regulators and banks may still ask for financial statements.

Set up the right British Virgin Islands company the first time

An entity that the regulator, the bank and the tax authority will all accept. We screen the structure first, then incorporate, open accounts and file the license.

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