• How long does it take to incorporate?
• What is the Quorum and Residency requirement for directors and officers?
• Can Directors and Shareholder meetings be held outside of Bermuda?
• What is the minimum share capital of a Bermuda exempted company?
• Can a Bermuda exempted company issue Bearer shares?
• What documents pertaining to a Bermuda company are available to the public?
• What disclosure documents are required?
• Is an annual audit mandatory?
• Does a Bermuda exempted company have to file accounts?
• What accounting/audit firms operate in Bermuda?
• If you have a specific question which is not mentioned above, please contact us.
  

Incorporation
A straight forward and uncomplicated incorporation should take 2-3 business days.

Quorum & Residency
Directors, Officers & Representatives. The minimum number of directors of a Bermuda exempted company is two. One of the following residency requires must be satisfied:
(i) appoint two resident directors, or
(ii) appoint a resident secretary and a resident director, or
(iii) appoint a secretary and a resident representative, each of whom must be individuals ordinarily resident in Bermuda.
Corporate directors are not allowed. FML can provide professional and experienced directors and officers. An exempted company must appoint two directors to the offices of president and vice-president, or chairman and deputy chairman.

Meetings
Directors meetings may be held in or outside Bermuda. Notice of a meeting of the directors must be given to all directors. Shareholder meetings (AGM) must be held every calendar year and need not be held in Bermuda.

Share Capital
Bermuda law requires that a company must have a minimum issued share capital of $12,000 on which the minimum annual government fee is payable. The current minimum annual government fee is $1,780.00.

Bearer Shares
Bearer shares and shares of no par value are not permitted.

Public records
In Bermuda, the following documents are of public record:
b) notices of the registered office;
c) memorandum of association
d) certificate of incorporation
e) register of charges
f) any filed prospectuses
g) register of members (except in the case of mutual fund companies and mutual insurance companies
h) register of directors and officers

Disclosure
A Personal Declaration for shareholders greater than 5% of the outstanding share capital is required to be completed for submission to the Bermuda Monetary Authority (BMA). (Should we put a link in here the the PD form?

Annual Audit
The requirements for the appointment of an auditor and audited financial statements may be waived if all the shareholders and directors agree that there shall be no auditor or audited financial statements.

Filing of Accounts
A Bermuda exempted company is not generally required to file accounts with the Registrar.

Audit Firms
All major accounting firms including the Big 5 operate in Bermuda.