Bermuda

Company formation

The 1981 Companies Act in Bermuda is the main law which regulates corporations in Bermuda. The powers and rights of natural persons are also applicable to Bermuda corporations. English is the official language for legislation in Bermuda and corporate documents are also prepared in English.

Bermuda

Benefits of registering the company

Many Americans are preferring to form companies in Bermuda, because it is near the United States. There are multiple benefits of starting a corporation in Bermuda like:

No taxes: Bermuda does not have any income or corporate tax. However, citizens of countries which tax the income worldwide, including U.S, should report their income to the relevant tax authority;

Privacy: Corporations in Bermuda do not have to file the information about the owners, directors, officers or shareholders with the government register. So the information is not part of the public records and remains private;

One shareholder. The corporation should have only one shareholder, to incorporate the company in Bermuda.

Specificity of the registering

If a corporation is formed in Bermuda for international investment or trade, the company type is exempt company. If any other type of company is formed in Bermuda, the residents of Bermuda should own at least 60% of the company.

Bermuda

Bermuda corporations should choose a unique name which is significantly different from the names of existing corporations. Ideally at least three different corporate names should be submitted, so that approval process is faster. Corporations in Bermuda should have a registered agent locally, who has an office address which is local.

The address should be chosen for processing service requests and sending official notices. All Bermuda corporations should have at least one shareholder. This shareholder may be a corporation or private individual. For privacy, nominee shareholders are permitted.

Typically, the time for formation of a corporation is three weeks in Bermuda. Shelf corporations are not available in Bermuda.

It is mandatory for Bermuda corporations to have a minimum of two directors, who are individuals. The directors are expected to appoint the President, secretary and treasurer, the three officers of the corporation. The names of the directors and shareholders are not registered, so they remain private. Only the memorandum and articles of association of the corporation are available to the public

Bermuda

Registrations fee

Typically, the exempt corporation in Bermuda will have a standard capital of US$12,000. This is divided into 12000 ordinary voting shares, corresponding to a capital of at-least $1 per share. Shares may be issued with or without any kind of voting rights. Preference shares, redeemable shares and registered shares are some of the other types of shares permitted. Bearer shares are not allowed.

Bermuda

Taxation

If a corporation does not own any real estate in Bermuda and does not have any business activity in the country, the Bermuda corporation will be exempt from income and corporate taxes. The annual registration fee for a Bermuda corporation with authorized capital of US$ 12,000 or less, is US$ 1,780. The annual fee increases proportionately based on the authorized capital amount, with a maximum of US $27,825 for a corporation whose authorized capital is US$ 500 million or more. Bermuda corporations do not have to maintain annual records or hold their annual general meeting in Bermuda.

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