Directors' role
BVI companies are owned by their shareholders and the directors
act as the shareholders' agents in being responsible and given
the powers for the day to day running of the company.
The BVI Business Companies Act, 2004
("Act") provides that, subject to any
express modifications or limitations provided for in the
company's Memorandum and Articles of Association, the business
and affairs of the company are managed by, or under the direction
or supervision of, the directors. For these purposes, the directors
have all the powers necessary for managing, and for directing and
supervising, the business and affairs of the company.
Significantly, with the execption of amendments that alter rights
of shareholders and other matters that may be specified therein,
directors have the power to amend the Company's Memorandum and
Articles of Association without further shareholder sanction.