Weexy Accounting - BVI Holding Company: The Complete Guide to the Offshore + U.S. LLC Structure
posted by Jess on Nov 13, 2026
BVI Holding Company: The Complete Guide to the Offshore + U.S. LLC Structure
A company in the British Virgin Islands (BVI) that owns your U.S. LLCs. It is one of the most common structures for foreign investors in the U.S., and one of the most poorly explained. This guide covers what it is, what it is for, what it costs and what it requires every year.
What it is
You and your partners own a BVI holding company, and the holding owns your LLCs in the U.S.
What it is for
Mainly to shield your U.S. assets from U.S. estate tax, which reaches 40%, and to separate risks and simplify succession.
What it does not do
It does not hide money or eliminate tax. Profits are taxed in the U.S. and reported and taxed in your home country.
Offshore companies, without the myths
Offshore simply means a company formed outside the country where its owners live. Owning one is legal, as long as it is reported at home. The BVI is among the most popular places for it: English law, the U.S. dollar, fast registration and no income tax on the company there.
Myth“Offshore means no taxes.”
FactU.S. profits are taxed in the U.S., and Brazil’s Law 14,754/2023 taxes Brazilians’ offshore profits every year.
Myth“Nobody will know.”
FactBanks automatically share information with tax authorities (CRS). It is privacy, not secrecy.
Myth“It’s only for millionaires.”
FactIt starts to make sense once your U.S. assets exceed US$60,000, the estate tax exemption for non-residents.
How the pieces fit together
Dark arrows: who owns whom. Green line: how the money flows, from bottom to top.
U.S. LLC
It can have a single owner, here the holding. One LLC per property or business isolates risk: a lawsuit against House 1 does not reach House 2.
Holding Ltd (BVI)
It owns the LLCs. Because the partners hold shares of a foreign company rather than U.S. real estate, the inheritance avoids U.S. estate tax and U.S. probate.
Partners
Usually residents of Brazil, in any proportion. Adding or replacing a partner is a transfer of holding shares.
The big advantage: U.S. estate tax
When a non-resident dies owning U.S. assets in their own name, the U.S. charges estate tax of up to 40% on everything above US$60,000. Americans have an exemption in the millions; non-residents get only US$60,000.
US$800,000 property in the U.S.
In your own name
Through a BVI holding
U.S. estate tax (estimate)
≈ US$250,000
US$0
U.S. probate
Yes, months or years
No
Estimate using the U.S. rate schedule (18% to 40%) with the non-resident credit, before deductions such as a mortgage. Home-country inheritance taxes still apply.
Also: separated risk between properties and businesses, succession and new partners handled by share transfers, one point of control and stronger banking credibility.
How taxes work
The holding pays no tax in the BVI, but profits pass through two countries that tax: the U.S., where they are earned, and the country where the partners live.
In the United States
21% federal tax on business and rental profits, plus state tax. In Florida, 5.5% for corporations, with the first US$50,000 exempt.
Up to 30% more when profits leave the U.S. No treaty reduces this rate. While profits stay reinvested in the U.S., this part is not charged.
Passive income paid directly to the holding (interest, dividends, royalties): 30% withheld at source.
Selling a property: the buyer withholds 15% of the price (FIRPTA). It is a prepayment, settled later on the return.
US$100,000 of rental profit
Reinvested in the U.S.
Sent to the holding
Federal tax (21%)
US$21,000
US$21,000
Tax on the exit (30% of US$79,000)
—
US$23,700
Total federal
US$21,000 (21%)
US$44,700 (≈ 45%)
Excludes state tax. Illustrative: actual tax depends on expenses, depreciation and how each LLC is taxed.
In Brazil
Since 2024 (Law 14,754/2023), profits of Brazilians’ offshore companies in low-tax jurisdictions such as the BVI are taxed every year at 15%, even if not distributed.
The holding must be reported on the Brazilian income tax return, and on the Central Bank declaration (CBE) when foreign assets reach US$1 million on December 31.
In some cases U.S. tax can be credited in Brazil. Your Brazilian accountant calculates this, and we work together with them.
What it costs
BVI holding
Price
Incorporation, including first-year government fee
US$3,600
Annual maintenance, from year two
US$2,565 / year
Digital corporate documents with digital company seal
included
Original document kit (optional)
US$350 + courier
Single original document (optional)
US$100 each + courier
LLCs, bookkeeping and annual U.S. filings are quoted based on the number of companies and properties.
You receive: Certificate of Incorporation, Memorandum and Articles of Association, Share Certificates and Register of Members. We need from each partner and director: passport, U.S. visa (if any) and, if the registered agent requests it, proof of address.
Step by step
Planning call: we confirm the holding makes sense for you.
Documents and verification by the BVI registered agent.
Holding registered and digital documents delivered.
LLCs formed under the holding (or transferred to it), with an EIN.
Bank accounts for each company.
Annual routine: renewals and filings.
Already own U.S. property in your name? Moving it into the structure can trigger taxes and costs. Talk to us before signing any deed.
Every year
Where
What
When
BVI
Holding renewal and annual reports
Based on incorporation date
U.S.
Federal return for each LLC and the holding
From April 15
Florida
Annual Report for each LLC
By May 1
U.S.
Property tax for each property
Discount through November; due March 31
Brazil
Partners’ income tax return, including the holding’s profit
IRPF deadline
Brazil
Central Bank declaration (US$1 million or more)
Annual
Watch out: the annual return of a foreign-owned LLC (Form 5472) carries a US$25,000 penalty if not filed, even when no tax is due.
Sending money
Always use a formal exchange channel, a bank or an authorized institution, and keep the receipts. Before the first transfer, agree with us whether it is a capital contribution or a shareholder loan, because each is treated differently. Never use a company account for personal expenses: mixing accounts is what breaks the structure’s protection.
When this structure is not for you
A partner lives in the U.S. or holds a green card: the rules change completely.
The property is only for family use: it works, but requires care.
Your U.S. assets are small and the annual cost outweighs the protection.
The goal is to hide income or assets: the structure is transparent to the authorities.
Download the full guide
All of this as a PDF (in Portuguese), with FAQs, to read later or share with your partner.
Informational content, updated November 2026. Not a substitute for advice on your specific case. Laws and prices may change. Brazilian tax matters should be confirmed with your accountant in Brazil. By Jessica Diringer, EA, IRS Enrolled Agent.
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