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Offshore Services - Bermuda

Long established as a high-quality offshore financial centre, Bermuda authorized the incorporation of its first exempted company in the 1930s. It remains a British overseas territory with internal self-government, having had its own elected Parliament since 1622. In common with many other offshore centres, it is a common law jurisdiction with ultimate right of appeal to the Privy Council in the United Kingdom. Company laws are based principally upon English statutes.

 

The overall focus of the jurisdiction has been on the quality of business rather than volume, making Bermuda a safe and suitable jurisdiction for the domicile of companies at the pinnacle of substantial group interests. Business quality is maintained by reviewing the reputation and quality of those incorporating companies and forming other entities in Bermuda.

 

Bermuda is best known as a major international reinsurance centre, one of the three largest insurance markets in the world, behind New York and ahead of London. Seventy new insurers were added to the Insurance Register in 2006, bringing the total number of international insurers incorporated in Bermuda to more than 1,400.

 

Bermuda has been a dominant presence in Asian business since the 1980s. Bermuda is firmly entrenched as the domicile of choice for the holding companies of groups listed on the Hong Kong Stock Exchange, with 460 Bermudan companies listed. These constitute almost half of the companies listed.

 

Bermuda is also growing as a jurisdiction for the formation of mutual funds and their associated management companies. Bermuda hosts 1,300 mutual funds and unit trusts, which collectively have total net assets of $211 billion.

 

As an international financial centre, Bermuda continues to develop and adapt while maintaining the quality of its business. It faces increasing competition from less regulated and less costly jurisdictions, but has shunned substantial relaxation of its policies.

 

However, Bermuda does constantly seek to improve and enhance its business framework. The recent amendments introduced by the Companies Amendment Act 2006 are regarded as the most significant changes to Bermuda company law in 50 years. The minimum share capital requirement (previously $12,000 for all companies except mutual funds) has been repealed and Bermudan companies may now have unrestricted objects and the powers of a natural person. These changes have modernized the law and ensure that Bermuda remains competitive as an offshore jurisdiction for the formation of international business companies.

 

The act also introduced simpler, more efficient company administration requirements which are aimed at reducing costs and unnecessary formalities:

  • New provisions have been enacted providing for the use of electronic records (including emails and websites) for the delivery and filing of documents;
  • Companies are now permitted to acquire their own shares to be held as treasury shares;
  • The requirement for a company to have a common seal has been repealed;
  • A company is now permitted to act - in lieu of a meeting of shareholders - through written resolutions signed by the same majority as would be required at a meeting. This replaces the previous requirement for unanimous written resolutions; and
  • The provisions regarding appointment of officers have been revised to provide greater flexibility in the titles of company officers.