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Welcome to the fourth edition of the quarterly BVI Corporate Review for 2025, covering recent developments in the British Virgin Islands.
The BVI maintained strong corporate activity during the last quarter of 2025. The Conyers corporate legal team advised on several major transactions while also supporting clients in navigating and complying with ongoing legislative changes.
Recent Regulatory Changes
In December 2025, the BVI amended its beneficial ownership regulations to provide several exemptions to the requirement to file beneficial ownership information with the Registrar. In addition, subject to strict requirements, access to persons with a "legitimate interest" to inspect the Register of Beneficial Ownership will commence from 1 April 2026. Please speak to your usual Conyers contact concerning the new requirements.
Headline Transactions
Conyers advisedParibu, Turkey's leading digital asset platform, in connection with its US$240 million acquisition of CoinMENA (the largest local crypto exchange in the Middle East and North Africa region).
The transaction represents Turkey's largest fintech acquisition to date and the country's first cross-border crypto deal.
Partner Anton Goldstein and Associate Nina Goodman of Conyers' BVI office advised on the transaction, working alongside White & Case LLP and GKC Partners.
Conyers advised longstanding clientWeatherford International Ltd.("Weatherford") and its Bermuda and British Virgin Islands subsidiaries in connection with Weatherford's offer and issuance of US$1.2 billion aggregate principal amount of its 6.75% Senior Notes due 2033, which closed on 6 October 2025.
Conyers also provided Bermuda law advice to Weatherford on the upsizing of a cash tender offer for its 8.625% Senior Notes to US$1.3 billion, due 2030. Weatherford (NASDAQ: WFRD) is one of the world's largest multinational oilfield service companies. Together with its subsidiaries and affiliates, it provides equipment and services used in the drilling, valuation, completion, production and intervention of oil and natural gas wells.
Counsel Karoline Tauschke of Conyers' London office, Senior Associate Kathleen McBeath of Conyers' Bermuda office and Partner Robert Briant, Counsel Nicholas Kuria and Associate Nina Goodman of Conyers' British Virgin Islands office advised on the matters, working alongside Latham & Watkins LLP.
Conyers BVI and Cayman offices also advisedNordic Trustee AS, as security trustee in connection with the 14% senior secured USD 25,000,000 bonds 2025/2028 issued by Jasmine Energy Ltd (the "Issuer"), a Cayman Islands incorporated wholly owned subsidiary of the Rex International Holding Ltd., a BVI business company. The proceeds of the bond issue will be used to fund a three-well drilling campaign at the Yumna field in Block 50 and for general corporate purposes by Masirah Oil Ltd, a BVI company that is an indirect 87.5% subsidiary of the Issuer.
Finally, Conyers advisedPermira, a leading global private equity firm, in connection with the BVI-law aspects of its recommended cash offer for the acquisition of JTC plc, a FTSE 250-listed provider of fund administration, corporate and trust services. The deal values the entire issued and to-be-issued ordinary share capital of JTC at approximately £2.3 billion on a fully diluted basis.
Partners Anton Goldstein and Rachael Pape together with associate Nina Goodman of Conyers' BVI office advised on the transaction, working alongside Clifford Chance LLP as lead legal adviser.
Recent Articles
In Q4, our attorneys have produced several articles and guides, most notably in the funds space. Topics includeBVI Incubator and Approved Funds,BVI Approved Managers for Separately Managed AccountsandBVI Approved Managers. These pieces also featured in the global ConyersInvestment Funds Report – Q3. The team additionally contributed to theMondaq Venture Capital Comparative Guide.
Incorporation Statistics
The Conyers BVI Corporate Review regularly includes the most recently available information on new BVI incorporations, total active BVI entities and registered investment funds. We hope this data provides a useful snapshot of the BVI market.
Source:Statistical Bulletin of BVI FSC
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
