Services · Company formation

Company registration in Bermuda

Updated 1 October 2026

The government alone takes at least 2,595 dollars a year, almost five times the BVI fee. In return Bermuda offers a 0% profits tax for everyone except groups with revenue of 750 million euros or more, and a place off the EU lists. We cover company types, registration steps, fees, taxes, annual duties, banks and sanctions rules.

Is a Bermuda company worth registering in 2026

A Bermuda exempted company pays the government at least 2,595 US dollars a year: a 2,095-dollar annual fee plus a 500-dollar regulatory fee. In the British Virgin Islands a standard company renews for 550 dollars. The near fivefold gap shows who Bermuda wants: insurers, funds, shipowners and large-group holding companies, not bargain hunters.

The money buys what cheaper neighbours lack. Bermuda is on neither the EU blacklist nor the EU grey list for tax purposes: it left the grey list in October 2022. An ordinary company pays no tax on profits, dividends or capital gains, and the islands have no VAT. The final court of appeal is the Judicial Committee of the Privy Council in London.

The rules tightened sharply over the past year. Since 3 November 2025 the Beneficial Ownership Act 2025 has applied: details of everyone owning 25% or more go to the Registrar of Companies, the office that keeps the company register, at registration. Since 10 December 2025 the law expressly bans nominee directors, and bearer shares not converted into registered shares within 90 days are void. Under the wording in force since 14 September 2026, a company is registered only with the Registrar's consent, and a refusal need not be explained.

A good fit for an international group's holding company, an insurer or reinsurer, a fund, ship ownership, or a joint venture with US and European partners who care about reputation. A poor fit for a low-cost trading or service company, for anyone counting on anonymity, and for selling in Bermuda itself: an exempted company may not trade on the local market without a separate licence. General information is on the Bermuda page.

What types of company can you set up in Bermuda

For a foreign owner Bermuda offers essentially one vehicle: the exempted company. The name means it is exempt from the core rule of local business, under which Bermudians must own at least 60% of a local company. The price of the exemption is a ban on doing business on the domestic market. The forms are set out in the Companies Act 1981 and several separate statutes.

Bermuda has no shares without par value, and bearer shares are banned. The rest of this page covers the exempted company limited by shares, the basic form for a foreign owner.

What a Bermuda company needs: director, secretary, address and capital

Bermuda has no minimum share capital, but the size of the capital sets the annual fee. The fee is based on assessable capital: the authorised capital in the memorandum of association plus the share premium, the amount paid above the par value of the shares. Up to 12,000 dollars the lowest rate applies. Insurers are the exception: they do have a minimum capital.

• Shareholder. One is enough, an individual or a company from any country. Shares may be held by a nominee, but the ultimate owner is still disclosed to the Registrar.
• Director. At least one, an individual or a company. Since 10 December 2025 section 2 of the Companies Act has banned the appointment of a nominee director in any circumstance. The Act gives no definition; under FATF standards (the international anti-money-laundering body) it is someone who acts as a director on another person's instructions.
• Link to the islands. Section 130 requires one of three: a director ordinarily resident in Bermuda, a resident secretary or a resident representative. Foreign owners usually use a secretary or representative from a licensed local firm. A secretary is mandatory anyway.
• Registered office. It must be in Bermuda and cannot be a post office box (section 62). The registers of members and directors and the minutes are kept there; both registers are open to inspection.
• Accounting records. They may be kept abroad if the Bermuda office holds records showing the financial position at each quarter end. Records are kept for five years; the fine for a breach is 7,500 dollars.

Two documents govern the company: the memorandum of association (name, capital, objects) and the bye-laws (rules on meetings and directors). The first is open to everyone at the registry; the second is not public.

How to register a company in Bermuda: steps and whether it can be done remotely

No trip to Bermuda is needed: the law does not require the owner to be present. The memorandum of association is usually signed by local subscribers from the servicing firm. They act as provisional directors until the shareholders elect the board.

The procedure changed on 3 November 2025. Before that the Bermuda Monetary Authority (BMA), the financial regulator, vetted owners and approved share issues and transfers. Now the Registrar receives and verifies beneficial ownership information, and the exchange control permission for share issues and transfers has been repealed.

The owners' documents are where time is won or lost: certified passport copies, proof of address, a source of funds explanation and an ownership chart down to the ultimate individuals are best prepared before filing. Under section 14 of the Companies Act as amended in 2026, the Registrar may refuse consent without giving reasons, and the refusal cannot be challenged in court.

Insurance, fund management, trust and payment business and digital assets also need a BMA licence or the Minister of Finance's consent; see the licences section.

How much does it cost to set up a company in Bermuda: government fees in 2026

Registering a company with capital of up to 12,000 dollars costs 3,035 dollars in government fees on the day of filing. Of that, 2,595 dollars is the annual and regulatory fees, which then fall due every January. The Bermuda dollar is pegged to the US dollar one to one.

The annual fee rises with capital. The scale is set by the Fifth Schedule to the Companies Act.

Worked example. A company with authorised capital of 10,000 dollars filed in March pays 340 + 100 + 2,095 + 500 = 3,035 dollars. The list of directors adds 100 dollars and the tax assurance 195 dollars: 3,330 dollars to the government in the first year.

Filing after 31 August halves the annual fee for the first year, but in January the company pays the full 2,595 dollars. A mistake with capital costs more: authorised capital of 15,000 dollars instead of 12,000 lifts the annual fee from 2,095 to 4,275 dollars.

On top of the fees come unavoidable costs: a registered office, a secretary or resident representative, and upkeep of the registers. We quote for our own work after reviewing the documents.

What taxes does a company pay in Bermuda

Bermuda does have a 15% profits tax, but only companies in multinational groups with annual revenue of 750 million euros or more pay it. The Corporate Income Tax Act 2023 applies to fiscal years beginning on or after 1 January 2025. The test uses the group's consolidated accounts: 750 million euros in at least two of the last four years.

Other companies pay no tax on profits, dividends or capital gains, and there is no VAT or sales tax. Stamp duty is not charged on an exempted company's documents, except for deals involving Bermuda property.

A company with no office or staff in Bermuda pays the government only the annual and regulatory fees.

The zero rate can be put in writing. Under the Exempted Undertakings Tax Protection Act 1966 the Minister of Finance issues a tax assurance: a new tax on profits, income or capital gains will not apply to the company until 31 March 2035. The 15% tax on large groups applies in spite of the assurance.

Zero in Bermuda does not mean zero for the owner. In many countries a shareholder who controls the company reports it under controlled foreign company rules, and its profits may be taxed in the owner's country of residence. Personal taxes are covered on the Bermuda taxes page.

What a Bermuda company files every year

A Bermuda company files no financial statements with the registry, but January cannot be missed. In January it sends the Registrar an annual declaration and pays both fees, from 2,595 dollars. For late filing the Registrar charges a 300-dollar penalty. If the fee stays unpaid for three months, the company must stop doing business; each day of trading in breach costs another 100 dollars.

The declaration states the principal business, capital and financial year end, and confirms that the beneficial ownership information is accurate and current.

• Shareholders' meeting. Once a calendar year, unless the shareholders waive it by resolution.
• Audit. Audited financial statements are laid before the meeting. The audit can be waived if all shareholders and all directors agree.
• Beneficial owners. The company keeps a register of owners holding 25% or more and reports changes to the Registrar within 30 days. The central register is closed to the public: access is given to government bodies, banks and those who show a legitimate interest linked to combating money laundering.
• Directors. A change of director is reported to the Registrar within 30 days. The list of directors is open to everyone.

A separate block is the Economic Substance Act 2018. It covers nine activities: banking, insurance, fund management, financing and leasing, headquarters, shipping, distribution and service centres, intellectual property and pure equity holding. Such a company must be managed in Bermuda and have adequate staff, premises and spending there.

The economic substance declaration is filed every year, usually within six months after the financial year end. It goes to the Corporate Income Tax Agency. The penalty for non-compliance is 7,500 to 50,000 dollars after a first notice and 50,000 to 250,000 dollars after a third. Reporting and bookkeeping are handled by Murblz audit and reporting specialists.

Bank account in Bermuda and sanctions rules

Only four banks operate in Bermuda: Butterfield, HSBC Bermuda, Clarien Bank and Bermuda Commercial Bank. The BMA supervises them. A certificate of incorporation gives no right to an account: each bank checks the company, its owners, the source of funds and expected payments, and may decline.

The law does not tie the company to a local bank. An exempted company is treated as non-resident for exchange control purposes: it may freely hold foreign currency accounts, pay dividends and return capital without the regulator's permission. The account can also be opened in another country where the business operates. The options are covered on the business accounts in Bermuda and personal accounts pages.

Owners from Russia and Belarus should know the main point: Bermuda is a British Overseas Territory and applies UK sanctions. The International Sanctions Regulations 2013 give UK sanctions orders the force of law on the islands, including the 2020 orders on Russia and on Belarus. Assets of listed persons are frozen, and new trust services for the benefit of persons connected with Russia are prohibited.

The Companies Act itself places no nationality limits on owners: a citizen of Russia or Belarus who is not on a sanctions list may be a shareholder and a director. The checks are tougher, though: expect to document the origin of the capital, residence and tax residence.

A company gives no right to live on the islands. A foreigner needs a work permit to work in Bermuda, and the Work from Bermuda programme for remote workers was closed on 28 February 2025. See the Bermuda digital nomad page for what applies instead.

What we do

A Bermuda company costs more than its neighbours and faces tougher checks, so we first ask whether it is needed at all. If a Cayman Islands company, a BVI company or one in Hong Kong does the job, we say so before any fees are paid.

• we review the goal, the ownership structure and the tax consequences in the owner's country;
• we choose the form, capital and board, and draft the memorandum of association and bye-laws;
• we assemble the owner-check package and arrange translation and certification of documents;
• we file with the Registrar through partners holding a local licence: consent to incorporation, beneficial ownership information, list of directors, tax assurance;
• we provide a registered office, a secretary and a resident representative in Bermuda;
• we bring in Murblz accounting and reporting specialists: accounting records, the annual declaration, the economic substance declaration and an audit where one is needed;
• we help with the bank account: choosing a bank on the islands or abroad and preparing the package;
• legal representation is handled by Murblz specialists together with partners holding a local licence.

Compare jurisdictions in the company registration section; the general workflow is on the company formation abroad page.

See also

Business account · Personal account · Investment property · Country taxes · All country programs

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