Incorporate a Company in Bermuda: Administrative Steps

Published on October 2, 2025 and written by Cyril Jarnias

Bermuda, a British archipelago located in the North Atlantic Ocean, offers an attractive tax environment and political stability that make it a sought-after destination for establishing offshore companies. Whether you’re an ambitious entrepreneur or a multinational corporation looking to optimize its structure, Bermuda provides a favorable legal framework and simplified procedures for setting up your business. In this article, we will explore in detail the key steps and requirements for creating your company in Bermuda.

Bermuda’s Advantages for Your Offshore Company

Before diving into practical aspects, it’s essential to understand why Bermuda is so attractive to international investors. The archipelago is renowned for its favorable tax regime, political and economic stability, and sophisticated regulatory framework. Bermuda imposes no corporate tax, income tax, capital gains tax, or dividend tax for offshore companies. Additionally, the country enjoys an excellent reputation for compliance with international standards, making it a jurisdiction of choice for image-conscious businesses.

Bermuda is particularly favored for certain types of activities, including:

• Insurance and reinsurance companies
• Investment funds
• Holding companies
• Financial services companies

The presence of a skilled workforce, modern infrastructure, and a legal system based on English law also contributes to Bermuda’s appeal for international investors.

Choosing the Right Legal Structure for Your Project

The first crucial step in creating your company in Bermuda is determining the most appropriate legal structure for your activity. Bermuda offers several options, each with its own advantages and specific requirements.

The Exempted Company

The most common legal form for foreign investors is the exempted company. This structure offers great flexibility and significant tax benefits. The main characteristics of the exempted company are:

• Tax exemption on profits until 2035 (with possibility of extension)
• Possibility of having 100% foreign shareholders
• No minimum capital requirement
• Enhanced confidentiality (shareholder names are not public)

The Limited Liability Company (LLC)

Introduced more recently, the Bermudian LLC combines the flexibility of a partnership with the limited liability of a corporation. It is particularly suitable for:

• Joint ventures
• Investment fund structures
• Family holdings

The Limited Partnership

This structure is often used for investment funds and offers great flexibility in the distribution of profits and losses among partners.

Key Steps to Create Your Company in Bermuda

Once you’ve chosen the appropriate legal structure for your project, you can begin the process of creating your company. Here are the main steps to follow:

1. Reserve Your Company Name

The first step is to reserve your future company name with the Registrar of Companies. This step is crucial as it ensures the chosen name is unique and complies with local rules. The name must generally include a term such as “Limited”, “Ltd.”, “Corporation”, “Corp.”, “Incorporated” or “Inc.”.

2. Prepare the Incorporation Documents

The required documents vary depending on the chosen structure, but generally include:

• The Memorandum of Association (for an exempted company)
• The company’s bylaws
• The registration application form

These documents must be drafted in English and contain specific information about the structure, capital, and objectives of the business.

3. Appoint a Local Agent

Bermudian law requires that every company have a registered local agent on the island. This agent will be responsible for liaison with local authorities and must have a physical address in Bermuda.

4. Submit the Registration Application

Once all documents are prepared, the registration application must be submitted to the Registrar of Companies, along with the registration fees. Processing time is typically 3 to 5 business days.

5. Obtain Necessary Licenses

Depending on your activity, you may need to obtain specific licenses or authorizations. For example, financial sector businesses will generally need to obtain a license from the Bermuda Monetary Authority (BMA).

Required Documents: Prepare Meticulously

Meticulous preparation of required documents is essential for a smooth registration process. Here is a detailed list of documents generally required, depending on the chosen legal structure:

For an exempted company:

• Memorandum of Association detailing the company’s purpose, authorized capital, and limited liability of shareholders
• Company bye-laws (bylaws)
• Registration application form (Form 1)
• Declaration of compliance signed by a Bermudian lawyer
• Information on beneficial owners (for due diligence)
• Copies of passports of directors and shareholders
• Proof of address for directors and shareholders

For an LLC:

• Certificate of Formation
• LLC Agreement (agreement among members)
• Specific LLC application form
• Information on members and managers
• Identification and residence documents for members and managers

For a limited partnership:

• Certificate of Partnership
• Partnership Agreement
• Partnership registration form
• Information on general and limited partners
• Identification and residence documents for partners

It is crucial to note that all documents must be in English or accompanied by a certified translation. Additionally, some documents may require legalization or an apostille, depending on your country of origin.

Financial and Banking Considerations

Creating a company in Bermuda also involves important financial and banking aspects to consider:

Registration Fees and Annual Costs

Registration fees vary depending on the chosen structure and the company’s capital. For an exempted company, initial fees are generally between $1,500 and $2,500 USD. Annual fees are also to be expected, including:

• Registration renewal fees
• Registered agent fees
• Compliance and reporting costs

Opening a Bank Account

Opening a bank account in Bermuda can be a rigorous process due to strict anti-money laundering regulations. Bermudian banks will generally require:

• Comprehensive documentation on the company structure
• Detailed information on beneficial owners
• A detailed business plan
• Proof of source of funds

It is recommended to initiate the bank account opening process in parallel with company creation to avoid operational delays.

Capital Requirements

Although there is no legal minimum capital requirement for most structures, it is advisable to have sufficient capital to demonstrate the viability of your project to authorities and banking partners.

Compliance and Ongoing Obligations

Creating your company in Bermuda is just the beginning of the adventure. To maintain your status and benefit from the advantages offered by the jurisdiction, you must meet certain ongoing obligations:

Record Keeping and Accounting

Bermudian companies are required to maintain accurate and up-to-date financial records. Although there is no requirement to file annual accounts with authorities for most exempted companies, you must be able to produce these documents upon request.

Annual Declarations

An annual declaration must be submitted to the Registrar of Companies, confirming that the company continues to comply with legal requirements.

Compliance with International Regulations

Bermuda adheres to international standards for tax transparency and anti-money laundering. This involves potential reporting obligations, including:

• CRS (Common Reporting Standard) declarations
• FATCA compliance for entities with US connections
• Regular updates of beneficial owner information

Maintaining Economic Substance

To benefit from the favorable tax regime, companies must demonstrate real economic presence in Bermuda. This may include:

• Holding board meetings on the island
• Employing local staff
• Conducting income-generating activities on site

Conclusion: Bermuda, a Strategic Choice for Your Offshore Company

Creating a company in Bermuda offers significant benefits for entrepreneurs and businesses seeking to optimize their international structure. With an attractive tax regime, stable regulatory framework, and solid reputation, Bermuda positions itself as a jurisdiction of choice for many business sectors.

However, the process of creating and managing a company in Bermuda requires careful planning and thorough understanding of local and international requirements. It is crucial to surround yourself with experienced professionals to effectively navigate this process and maximize the benefits offered by this jurisdiction.

By following the detailed steps in this guide and remaining vigilant about ongoing obligations, you will be well positioned to fully leverage the opportunities offered by Bermuda for your international business.