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Bermuda

Overview

Bermuda has always considered itself the premier offshore jurisdiction, having successfully attracted many Fortune 500 companies to its shores. Bermuda is the largest market for insurance and reinsurance after London and New York, with a gross premium volume in 1992 of over $15 billion. Some 25 per cent of Bermuda-incorporated companies are insurance related, including the new breed of property and catastrophe reinsurers with their multi-million dollar capital bases.

The island is known for its reliable and sophisticated infrastructure and stable environment. The governing legislation for Bermuda companies is now the Companies Act 1981. This permits incorporation of limited liability companies with a share capital; companies limited by guarantee; mutual companies; limited duration companies; unlimited liability companies.

Bermuda companies which are owned by non-Bermudians are designated as exempted and, as such, must carry on their business outside Bermuda. Only local companies at least 60 per cent owned by Bermudians are allowed to carry on business in Bermuda.

Bermuda-exempted companies are designated as non-resident for Bermuda exchange control purposes and may conduct their business in any currency other than Bermuda dollars. There is no income, corporation or capital gain taxes in Bermuda, and the Government routinely grants an assurance under the Exempted Undertakings Tax Protection Act of 1966 that no such taxes will be imposed with respect to a particular exempted company until 2016. This assurance date has been regularly extended far in advance of the expiration date. No business license is required for an exempted company, but an annual government fee must be paid by January 30 of each year. The fee is US$500.00 for a small FSC and US$1,000.00 for a regular FSC.
 


Corporate Structure

The minimum share capital of an exempted company is US$12,000.00 (except for mutual funds and insurance companies) which must be represented by par value of shares, and not by the premium paid on shares. A Company does not have to have Bermuda resident directors, but must appoint a resident representative in Bermuda, which may be, and usually is, a corporate body.

Every company must have either a President and a Vice-President or a Chairman and a Deputy Chairman, and these officers must be directors. The board of directors appoints these officers each year. In addition, a company must have a secretary. Other officers, such as Treasurer, Chief Executive Officer, Managing Director and assistant secretary are optional. There is an implicit requirement that one Board meeting be held each year to approve financial statements. However, directors' meetings can be held by telephone and directors may act by unanimous written resolution in lieu of a meeting.

As part of the incorporation process, an advertisement must be placed in a Bermuda newspaper that lists only the name of the proposed FSC and its business purpose.


Prices

Estimated legal fees and disbursements

US$3,250.00

Government fees

US$1,700.00

Company Administration fee (first year)

US$2,180.00

Total

US$7,130.00


Requirements to Register

In order to register exempt company we need to provide the inland Registered Agent with name, address, and contact phone number of the original director of the company as well as the copy of his passport. This information will be retained by the Register Agent of the company for the due diligence purposes and for annual maintenance cost forwarding.

Please note that above information is not public and can be released only upon request of authorized authorities.

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