The Companies Amendment Act 2018 (Amendment Act) received Royal Assent on 15 May 2018 but has a retroactive operative date of 21 March 2018. Companies have until 21 September 2018 to be in compliance with the new requirements as thereis a transition period of 6 months from the date it was deemed to be operative.

The Amendment Act added a new section 13(2A) to the Companies Act 1981 which requires companies limited by shares or have a share capital to file with the Registrar of Companies the provisions in its bye-laws in relation to:

(i) transfer of shares and the registration of estate representatives of deceased shareholders;

(ii) duties of the secretary to the company; and

(iii) the number of members required to constitute a quorum at any general meeting of the members of the company.

The Amendment Act also added a new section 13(2B) to the Companies Act 1981 which provides that information obtained for the purposes of subsection (2A) shall not be made available to the public.

The Office of the Registrar of Companies has published a notice setting out how the requisite information can be filed electronically. Further information will be provided once this has been properly tested.

In addition, Bermuda government fees were revised and increased (but in many cases were not material) with effect from 1 April 2018. Fees that were increased include: (i) annual fees for exempted companies and partnerships; (ii) search and filings fees; (iii) fees payable by electricity providers and (iv) fees for registration of trade marks and service marks. However, the updated annual fees do not apply to all Bermuda companies: an example would be Bermuda insurance companies whereby its annual and registration fees are prescribed under the Bermuda monetary Authority Act 1969 and the Insurance Act 1978.

If you require further information on any of the above changes, please speak with your usual Appleby contacts.




Bermuda, Hong Kong

Twitter LinkedIn Email Save as PDF
More Publications
14 Dec 2020 |

Technology & Innovation Update Q4 2020

Technology & Innovation Update Q4 2020

14 Dec 2020 |

Economic Substance update Q4 2020

Economic Substance update Q4 2020

30 Oct 2020 |

When Worlds Collide – How COVID is Connecting Technology with Natural Resources

Dating back to the beginning of 2020, the natural resources sector has been extremely active at both...

18 Aug 2020 |

Technology & Innovation update Q3 2020

In each quarterly issue of the Appleby Asia Alert, we bring you the latest offshore legislative and ...

18 Aug 2020 |

Economic Substance update Q3 2020

The latest Economic Substance updates announced by the relevant authorities in the BVI, Cayman and B...

18 Aug 2020 |

The facilitation of cross border restructurings in Bermuda, the British Virgin Islands and the Cayman Islands

In this update, we consider the powers and discretion of the domestic courts in Bermuda, the BVI and...