Discontinuance in Bermuda
This memorandum outlines the steps necessary under the Companies Act 1981 of Bermuda for a Bermuda-exempted company to discontinue from Bermuda to a foreign jurisdiction. Under Bermuda law, one or more Bermuda-exempted companies may merge or amalgamate with one or more bodies incorporated outside Bermuda, and the surviving or amalgamating entity may continue in the foreign jurisdiction. A separate publication relating to merger or amalgamation and discontinuance of the surviving or amalgamating entity from Bermuda is available upon request.
The discontinuance of a Bermuda-exempted company from Bermuda requires careful planning. Due to the nature of discontinuance, it is possible that a corporation will become, at least for a short period, a stateless entity. To ensure that such a situation does not occur, it is suggested that before any application is made, all the appropriate documentation should first be completed both here and in the jurisdiction into which the Bermuda-exempted company is continuing. The end result should be that the company will continue in the foreign jurisdiction and discontinue from Bermuda at the same time.
The jurisdiction into which a company is to discontinue must be a jurisdiction approved by the minister of finance as an ‘appointed jurisdiction’. The minister will consider approving further jurisdictions as appointed jurisdictions upon request, and will consider approving the discontinuance of a Bermuda-exempted company to a foreign jurisdiction that is not an appointed jurisdiction, on a case-by-case basis…
If you are registered and logged in to the site, click on the link below to read the rest of the Conyers Dill & Pearman briefing. If not, please register or sign in with your details below.
Sign in or Register to continue reading this article
It's quick, easy and free!
It takes just 5 minutes to register. Answer a few simple questions and once completed you’ll have instant access.Register now
Why register to The Lawyer
In-depth, expert analysis into the stories behind the headlines from our leading team of journalists.
Identify the major players and business opportunities within a particular region through our series of free, special reports.
Receive your pick of The Lawyer's daily and weekly email newsletters, tailored by practice area, region and job function.
More relevant to you
To continue providing the best analysis, insight and news across the legal market we are collecting some information about who you are, what you do and where you work to improve The Lawyer and make it more relevant to you.
News from Conyers Dill & Pearman
News from The Lawyer
Briefings from Conyers Dill & Pearman
New rule sets out timeframe in which funds must apply to CIMA to cancel a licence or certificate.
A high-level summary of major commercial cases decided in Bermuda, the BVI and the Cayman Islands.