The British Virgin Islands remains one of the world's most widely recognised offshore corporate domiciles, and a well-established option for DAOs seeking a flexible, low-cost legal wrapper, particularly for treasury and holding functions, or as one layer of a wider multi-jurisdictional structure. Finjuris advises on structuring a BVI Business Company, including segregated portfolio variants, to serve as an effective DAO wrapper.

DAO

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Discuss whether a BVI Business Company fits your DAO's treasury or holding structure needs. Receive a tailored formation and governance-drafting roadmap.

The Vehicle
BVI Business Company structuring

The BVI Business Company as a DAO Wrapper

A BVI Business Company (BC) is the jurisdiction's standard corporate vehicle, formed under the BVI Business Companies Act. It offers flexible governance, requires no minimum capital, can be managed by a single director, and can be formed quickly and maintained cost-effectively. Because the BC is not a DAO-specific statute, unlike the Marshall Islands DAO LLC or Wyoming's frameworks, its constitutional documents — the memorandum and articles of association — need to be custom-drafted to reflect the DAO's on-chain governance, member rights, and treasury-deployment process, rather than relying on statutory DAO provisions.

Segregated Portfolio Companies (SPCs)

Since early 2019, BVI law has allowed non-regulated business companies to be structured, or converted, as Segregated Portfolio Companies with the prior written approval of the BVI Financial Services Commission. An SPC segregates assets and liabilities across separate portfolios within a single legal entity, with that segregation recognised in statute rather than merely by contract. For DAOs managing multiple token issuances, distinct treasury strategies, or several sub-protocols under one umbrella, an SPC can ring-fence each activity's assets and liabilities from the others without the cost of forming multiple standalone companies.

The Advantages

Why DAOs Choose the BVI

A long-established, globally recognised body of corporate law, well understood by banks, exchanges, and institutional counterparties.

Efficient formation — no minimum capital, and typically a single director is sufficient with comparatively low ongoing maintenance costs.

Constitutional flexibility that allows bespoke governance provisions to be built into the memorandum and articles.

The SPC option for DAOs needing statutory segregation of assets and liabilities across multiple activities or token issuances within one entity.

Reference

BVI Business Company at a Glance

BVI Business Company key features and positions
Feature Position
Governing legislation BVI Business Companies Act (as amended)
Minimum directors One, individual or corporate, no residency requirement
Minimum capital None
Segregated Portfolio option Available since 2018 for non-regulated companies, subject to FSC approval
Annual returns / beneficial ownership Mandatory annual returns and beneficial ownership reporting apply (BVI Business Companies (Amendment) Act 2024)
DAO-specific statute No — governance provisions must be custom-drafted into the constitution
Economic substance Applies to companies carrying on relevant activities under the BVI Economic Substance Act
Fit Check

Ideal Use Cases

Projects wanting a widely recognised, cost-efficient offshore vehicle for treasury or holding purposes.

DAOs managing multiple token issuances or distinct treasury strategies suited to an SPC structure.

Treasury or holding layers used alongside another operating entity or foundation in a wider structure.

Founders and teams already familiar with BVI corporate practice from other ventures.

Due Diligence

Practical Considerations and Limitations

The BC is a general-purpose company form, not a DAO-specific statute, so governance provisions reflecting on-chain decision-making must be custom-drafted rather than relying on default statutory language.

Economic substance requirements apply to companies carrying on relevant activities, and should be assessed as part of the structuring process.

Mandatory annual returns and beneficial ownership reporting obligations, updated under the BVI Business Companies (Amendment) Act 2024, apply and must be maintained on an ongoing basis.

An SPC requires prior written FSC approval and demonstrable capability to manage segregated portfolios properly — it is a more involved structure than a standard BC and should be reserved for DAOs that genuinely need multi-portfolio segregation.

Our Role

How Finjuris Helps

Step 01

Assessing whether a BVI Business Company, with or without SPC segregation, is the right wrapper for your DAO relative to the other jurisdictions we advise on.

Step 02

Drafting bespoke memorandum and articles of association that reflect your on-chain governance, member rights, and treasury processes.

Step 03

Advising on and, where appropriate, structuring an SPC to segregate multiple token issuances or treasury strategies.

Step 04

Advising on economic substance, beneficial ownership, and annual return obligations.

Step 05

Coordinating with BVI-licensed registered agents on formation and ongoing compliance.

FAQ

Frequently Asked Questions

Straightforward answers to the questions ask us most often before structuring a DAO.

No. The BVI does not currently have a dedicated DAO statute equivalent to Wyoming's DUNA or the Marshall Islands' DAO LLC. DAOs use the standard Business Company form, with governance provisions reflecting on-chain decision-making custom-drafted into the constitution.

An SPC is a single BVI company that can maintain multiple segregated portfolios, each ring-fenced from the others' assets and liabilities by statute. It is useful for DAOs running several distinct token issuances, treasury strategies, or sub-protocols that want that separation without incorporating multiple standalone entities.

No minimum capital is required, and a BVI Business Company can be managed by a single director, who may be an individual or a corporate entity, with no residency requirement.

BVI companies must file annual returns and maintain beneficial ownership information under recent legislative updates, and companies carrying on relevant activities must demonstrate economic substance in the jurisdiction.
BVI Entity

Structure Your DAO with a BVI Entity

If a flexible, cost-efficient offshore wrapper fits your project, Finjuris will assess the fit and manage the drafting and formation process.

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Discuss your DAO's treasury and governance structure with our Web3 legal team. Receive a tailored recommendation on structure and formation timeline.

Memorandum & articles drafting SPC structuring advisory Economic substance guidance Registered agent coordination
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This page is provided for general informational purposes and does not constitute legal advice. Whether this structure is appropriate for a given DAO depends on its specific governance model, activities, and regulatory exposure, and should be assessed with qualified legal counsel before implementation.