Becoming a director of a Bermuda company can be a very rewarding experience and, in addition to potential remunerative benefits, can provide corporate and leadership experience as well as networking opportunities. However, joining a board of directors includes a considerable level of responsibility and commitment. Not only will you need to consider whether you fulfil the criteria to act as a director, you will also need to think carefully about your role as a member of a board of directors and the duties involved in taking on that role.
Bermuda companies act through two separate arms – its shareholders and its board of directors. Shareholders make the financial investment into the company and in return are afforded certain rights of ownership and control which include, but are not limited to, the appointment of directors. To be eligible for appointment as a director of a Bermuda company you must be at least 16 years of age and not be an undischarged bankrupt (unless permitted by the Bermuda court). Provided the Bermuda company fulfils the requirement to have a least one officer that is ordinarily resident in Bermuda, you can be of any nationality and live anywhere in the world. In addition, you do not have to be a shareholder or employee of the company.
In general, the board of directors are appointed to manage the day-to-day affairs of the company; they make operational decisions relating to the overall long term aims and interests of the company and are responsible for ensuring that the company meets all of its applicable statutory requirements. The board of directors are the company’s agents who act in furtherance of the company’s business and exercise certain powers for that purpose (subject to any limitations which may be imposed by the shareholders).