Trusts established under the British Virgin Islands' special trust regime are referred to as “VISTA Trusts”. VISTA Trusts are a form of trust unique to the BVI with special features that make them particularly attractive to those who may be reluctant to relinquish complete control of a business or company to a trustee. VISTA Trusts are similar to traditional trusts in many ways, and the body of trust law and jurisprudence which applies to ordinary trusts is also be applicable VISTA Trusts except to the extent it is modified by statue in relation to the unique features of VISTA Trusts.
For wealthy families and business owners in the Middle East—many of whom oversee significant family businesses and complex cross-border investments—the VISTA Trust provides a powerful tool to combine asset protection, succession planning, and continuity of control.
What is a VISTA Trust?
VISTA Trusts are an innovative form of trust specifically
designed to hold shares in a BVI incorporated company. The key
feature of a VISTA Trust is to restrict the trustee's duty to
monitor and intervene in the conduct of the directors and
management of the trust's underlying BVI company. This means
that the trustee of a VISTA Trust may be disengaged from management
responsibility in relation to such company's affairs
notwithstanding that it may have a controlling interest in the
company. It therefore allows the underlying company and its
business to be retained and run as its directors see fit, a feature
which is attractive to settlors who are reluctant to relinquish
management control of a company (and the assets of such company) to
a trustee.
This means that while the trustee remains the legal owner of the
shares, the directors of the underlying company retain control of
its operations. For Middle Eastern families, this offers the best
of both worlds: the protection and succession benefits of a trust,
combined with the freedom to continue running businesses as they
see fit.
Who is the Trustee?
All trusts are required to have one or more trustees who own legal title to the assets of the trust in accordance with its terms. For a VISTA Trust, it is a requirement that at least one of the trustees is either a BVI licensed trust company or a BVI PTC. The choice of whether to appoint a professional trust company or establish a PTC may depend on a wide variety of factors, however a PTC will be particularly attractive where it is desirable for the settlor or members of the settlor's family and/or their trusted advisors to serve on the board of directors and control the PTC.
Office of Director Rules
The trustee's duty in relation to the voting of shares and appointment and removal of directors can be clearly defined in the “Office of Director Rules” and the trustee must act in accordance with those rules. This allows for specific and bespoke rules as to how and by whom directors should be selected, and the right to select directors may be vested in an “Appointor” (such as the protector or some other party) who will directly instruct the trustee with regard to the appointment and removal of directors.
Key Features
The key features of a BVI VISTA trust include:
- “Hands-Off” Trustee: The trustee has no obligation to monitor company directors, allowing management to stay in the hands of the family or chosen professionals.
- Tailored Oversight: As above, Office of Director rules governing the trustee's limited powers can be customised to suit family preferences.
- Flexible Distribution Provisions: VISTA Trusts may be fixed or discretionary, and distribution terms can be bespoke to the family's needs.
- Protectors: A protector may be appointed with powers such as adding or removing trustees, vetoing distributions, or amending beneficiaries—important for families wishing to retain oversight.
- Intervention Calls: A “fail-safe” mechanism can be built in, allowing trustees to step in temporarily under specific circumstances.
Why VISTA Trusts Appeal to Middle Eastern Families
Business Continuity
Many families in the Gulf region operate long-standing businesses central to their wealth. A VISTA Trust ensures these enterprises can be passed down without disruption, while avoiding disputes over management.
Control with Protection
Unlike traditional trusts where trustees may feel compelled to intervene, VISTA preserves the entrepreneurial freedom of the family while still protecting assets from creditors, political risk, or family disputes.
Succession and Sharia Considerations
BVI law, combined with “firewall” protections, ensures that VISTA Trusts are not subject to forced heirship claims from other jurisdictions. This makes them particularly effective where regional succession laws must be considered alongside international wealth planning.
Flexibility in Philanthropy
Families may also use VISTA structures for philanthropic or hybrid purposes, blending charitable initiatives with family business continuity.
Why the British Virgin Islands?
- Specialised Regime: VISTA is unique to BVI and widely respected.
- Tax Neutrality: No income, corporate, or capital gains tax.
- Global Recognition: BVI companies are among the most widely used holding structures worldwide.
- Judicial Reliability: BVI courts are experienced in complex trust and company disputes.
- Cost Efficiency: Straightforward and efficient establishment compared with other jurisdictions.
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.
