The Eastern Caribbean Supreme Court (Commercial Division) has provided important regularisation to the BVI's litigation landscape through two distinct recent decisions.
First, in Ming Hong v Wu Ying & Merry Corner Holdings Limited, the BVI Commercial Court carefully circumscribed the application of the landmark Privy Council decision in Nilon. The Defendant sought to strike out a claim and stay proceedings on forum non conveniens grounds, arguing that under Nilon, mere BVI incorporation is insufficient to establish the BVI as the appropriate forum. The Court distinguished the facts, holding that because the dispute involved a clear proprietary trust claim over BVI shares, an account of profits, and the rectification of a domestic register, the BVI connection was substantive and suitable for local trial rather than a draconian strike-out.
Second, in Infinity Particles Limited v C2 Capital Limited, the BVI Court of Appeal delivered a stern reminder regarding regulatory compliance under the Securities and Investment Business Act (SIBA). The Court overturned a lower court decision, ruling that an entity providing investment advice without an appropriate license from the Financial Services Commission (FSC) renders the underlying agreements strictly unenforceable under Section 50F of the Financial Services Commission Act. The Court confirmed it would not exercise its statutory discretion to validate such contracts if the advisory firm knew or ought to have known it required regulatory authorisation.
- Key Takeaways for Practitioners:
- Forum Certainty for Share Claims: Litigants pursuing equitable claims over BVI entity shares can comfortably resist forum challenges if the remedy directly requires domestic registry rectification and involves internal trust mechanics.
- Regulatory Risk: Offshore wealth managers and onshore advisors operating within a BVI nexus must ensure flawless SIBA licensing; failing to do so strips the manager of any legal right to enforce fee agreements or contractual indemnities.
- Sources: Review the comprehensive case law tracker via the Baker & Partners BVI Case Law Updates 2026.
British Virgin Islands: Distinguishing Nilon in Share Ownership Disputes and Enforcing SIBA Mandates