Key Takeaways
- Government and registry charges cover name reservation and registration, while a separate annual company fee falls due at setup.
- Registered office and resident representative arrangements add recurring costs that non-resident owners must budget from the first year.
- Share capital levels and stamp considerations can shift the total, so structuring choices directly affect the incorporation cost.
- Combining government fees, professional formation charges, and ongoing requirements gives a realistic first-year all-in figure rather than a single headline number.
Understanding the Cost of Incorporating a Company in Bermuda
The cost to incorporate a company in Bermuda separates into two unequal parts: a small, fixed set of government charges, and a larger, variable set of professional fees set by the local service provider you appoint. For a non-resident owner, the standard vehicle is the Bermuda exempted company, governed by the Companies Act 1981, so called because it is exempted from the rule requiring at least 60% Bermudian ownership.
This article covers what each layer of that cost actually is, how the numbers fit together, and what moves the total up or down in your first year. It is most relevant to foreign business owners, investors, and their advisers weighing a Bermuda formation against alternatives.
One point shapes everything that follows. There is no corporate income tax, no withholding tax, and no capital gains tax on a Bermuda company or its non-resident shareholders, so the annual government fee is effectively the only direct levy you will face.
Government and Registry Incorporation Fees: Name Reservation and Registration
The Registrar of Companies charges two fixed fees to bring an entity into existence. Both are modest and quoted in Bermuda Dollars, which trade at par with the US Dollar.
| Fee | Statutory basis | Amount (BMD) |
|---|---|---|
| Reserve a company name | Section 6A | $100 |
| Consider the registration application | Section 6 | $340 |
These figures come from the Government Fees Amendment Regulations 2023, published in the Official Gazette and effective 1 April 2023. Filings and certificate requests are made through the Registrar of Companies online portal, where you set up an account and pay each fee.
Before the Registrar can issue a Certificate of Incorporation, the Bermuda Monetary Authority must approve the formation of every exempted company. This non-objection step typically takes about a week.
A standard holding or trading entity needs nothing more from the government side. Consent of the Minister of Finance is required only for regulated activities such as investment business, trust business, fund business, deposit-taking, money services, and insurance.
End to end, a routine incorporation runs roughly two weeks. No official express surcharge appears in the published fee schedule, so confirm timing directly with the Registrar if speed matters.
The fees above reflect the most recent Official Gazette schedule retrieved. Confirm the prevailing amounts on the Registrar of Companies portal before relying on them.
Company Incorporation in Bermuda
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Government Annual Company Fee Due at Setup
The first annual government fee falls due immediately on incorporation, not a year later. It is calculated on your assessable capital, meaning the authorised share capital declared to the Registrar.
The fee is banded. Most foreign incorporators set authorised capital at or below BMD $12,000 to sit in the lowest band, which carries a fee of BMD $2,095. The next tier, for capital up to BMD $120,000, rises to BMD $4,275, with higher amounts above that.
A second charge now sits alongside the capital fee. Effective 9 February 2024, every entity pays an annual corporate regulatory fee, set at BMD $500 for exempted and permit companies, introduced under the Registrar of Companies (Annual Corporate Regulatory Fees) Act 2024.
Taken together at the minimum capital band, the recurring government cost is straightforward.
| Component | Amount (BMD) |
|---|---|
| Annual capital fee (lowest band) | $2,095 |
| Annual corporate regulatory fee | $500 |
| Total per year | $2,595 |
From 2025 onward, both annual amounts are due on or before 31 January each year. Pay late and a penalty of BMD $300 applies.
Registered Office and Resident Representative Costs
Every Bermuda company must keep a registered office on the island, and it cannot be a post office box. The share register, register of directors, and minute book are held there.
You must also satisfy a residency rule: the entity needs a director, secretary, or resident representative ordinarily resident in Bermuda. For a non-resident owner with no local staff, this is supplied by a corporate service provider.
These services carry no government tariff. Provider quotes vary, but annual fees for a registered office combined with resident representation commonly fall in the range of about BMD $1,500 to $3,000, with premium law firms charging more.
One factor inflates these invoices in a way worth understanding. Bermuda levies a 7% corporate services tax on the gross revenue providers earn from exempted companies, covering registered office, corporate administration, secretarial, and resident representation services.
That 7% is not a fee you pay the government directly. It is built into or added onto your provider's bill, so a higher-priced package carries a proportionally larger tax uplift.
Ongoing Compliance in Bermuda
Keep your Bermuda entity compliant with filings, returns, and statutory obligations.
Share Capital, Stamp Considerations, and Their Effect on Cost
Bermuda sets no minimum share capital for exempted companies. Minimum issued capital is a single dollar, though shares of no par value and bearer shares are not permitted.
The conventional structure is USD $12,000 divided into 12,000 voting shares of USD $1 each. This is deliberate: it is the highest authorised capital that still keeps you inside the lowest annual fee band of BMD $2,095, so the choice is driven by cost rather than capital need.
Stamp duty, a real expense in some jurisdictions, barely touches a foreign-owned exempted company. Since 1 April 1990, stamp duty has not applied to transactions involving exempted companies and non-residents, and there is no duty on instruments an exempted company executes.
The ad valorem stamp duty of 0.5% on capital, charged on a local company's Memorandum of Association, does not reach you. Duty can arise only where the company holds or deals in property physically located in Bermuda.
Shares may be denominated in US Dollars, Sterling, Euro, or other major currencies, which removes any conversion cost when matching capital to your operating currency.
One further protection is usually arranged at formation. Under the Exempted Undertakings Tax Protection Act 1966, an exempted company can obtain a written assurance from the Minister of Finance that any future Bermuda tax on income, profits, or capital gains would not apply to it; this is handled by your provider and is not a separate government charge.
Professional and Formation Fees for First-Year Setup
No government rate card governs formation work. Fees are set by individual corporate service providers, offshore law firms, and formation agents, and they vary widely with the firm you choose and the documentation involved.
A full-service package generally bundles the government and BMA fees together with the substantive work, which typically includes:
- Preparing and filing the Memorandum of Association and acting as subscriber
- Delivering the Certificate of Incorporation
- Drafting the first board resolution
- Preparing the Register of Members and Register of Beneficial Owners
- Filing beneficial ownership information with the private register
Premium offshore law firms such as Conyers, Appleby, and Harneys negotiate their fees and do not publish standard rates, so expect a meaningful gap between a lean formation agent and a full-service firm. Specialist formation-only providers sit at the lower end of the market.
Accounting and bookkeeping is a separate, recurring line. Bermuda does not impose audit requirements on exempted companies, but maintaining proper records is expected, and annual fees for these services commonly run between BMD $5,000 and $15,000 depending on the size and complexity of the business.
Before any provider engages you, anti-money-laundering rules require satisfactory due diligence. For each beneficial owner this usually means a certified passport copy, proof of address, a source-of-funds declaration, and a structure chart.
Each non-Bermudian beneficial owner also signs a personal declaration for submission to the Bermuda Monetary Authority. Where the parent company is listed on a recognised stock exchange, these declarations are not required.
Bermuda Incorporation Pricing
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What Makes the Total Vary and a Realistic First-Year All-In Figure
Several levers move the final number. Authorised capital above BMD $12,000 steps the annual government fee up to BMD $4,275 and beyond, a cost that recurs every year, not just once.
The choice of provider is the single largest swing. A premium law firm with full documentation costs several times what a formation-only agent charges, and the 7% corporate services tax amplifies that difference.
Two other factors matter. Regulated activities pull in additional Minister of Finance consent and extra legal and government fees, while an entity formed between 1 September and 31 December has the balance-of-year annual fee reduced by half, a pro-rata principle applied commercially to exempted companies late in the calendar year.
The table below sets out a realistic build-up for a standard, non-regulated exempted company at USD $12,000 authorised capital.
| Component | Amount (BMD/USD) |
|---|---|
| Name reservation (section 6A) | $100 |
| Incorporation application fee (section 6) | $340 |
| Annual government capital fee (≤ $12,000) | $2,095 |
| Annual corporate regulatory fee | $500 |
| Government sub-total | ~$3,035 |
| Registered office + resident representative (Year 1) | $1,500–$3,000 |
| Professional / formation fee | $3,000–$15,000+ |
| Estimated first-year all-in | ~$7,500–$21,000+ |
The lower band reflects a lean formation-agent engagement with minimal capital and basic services. The upper band reflects a premium offshore law firm with full documentation. All professional figures are indicative market estimates; confirm both the government fees and your provider's quote before committing.
Conclusion
For a foreign owner, Bermuda's government charges are small and predictable, with first-year statutory fees of roughly BMD $3,035 at minimum capital and an annual government cost near BMD $2,595 thereafter. The figure that decides your real outlay is the professional fee, which depends entirely on whether you appoint a formation agent or a full-service offshore law firm. Keeping authorised capital at or below BMD $12,000 holds you in the cheapest annual band, and the absence of corporate, withholding, and capital gains tax means the annual fee is effectively the only direct levy. Confirm current figures with the Registrar and your chosen provider before you budget.
How Expanship Can Help Your Business in Bermuda
Expanship helps you cost, structure, and complete the incorporation of a Bermuda exempted company, then carries the entity through its ongoing obligations so the recurring government and provider charges stay under control. The same team supports the wider needs of a foreign-owned business operating from the island.
- Incorporating your exempted company and managing the BMA non-objection step
- Acting as registered office and arranging resident representation
- Handling annual government fee declarations and filing deadlines
- Managing beneficial ownership filings and ongoing compliance
- Accounting and bookkeeping for the entity
- Introductions to banking for the new company
To discuss your formation budget and timeline, contact Expanship Bermuda.
Frequently Asked Questions
The Registrar charges BMD $100 to reserve the company name and BMD $340 to consider the registration application, both effective 1 April 2023. On incorporation you also pay the first annual government fee, which is BMD $2,095 at the lowest capital band, plus a BMD $500 corporate regulatory fee.
For a standard exempted company at authorised capital of BMD $12,000 or below, the recurring government cost is BMD $2,595 a year: the BMD $2,095 capital fee plus the BMD $500 regulatory fee. Both are due on or before 31 January, and a late payment attracts a BMD $300 penalty.
USD $12,000 is the highest authorised capital that still falls within the lowest annual fee band of BMD $2,095. Going above it pushes the annual fee to BMD $4,275 or higher, so the figure is chosen to control recurring cost rather than to reflect a capital need.
No. Since 1 April 1990 stamp duty has not applied to transactions involving exempted companies and non-residents, and the 0.5% duty on a local company's Memorandum of Association does not apply. Duty can arise only if the company holds or deals in property located in Bermuda.
Bermuda imposes a 7% corporate services tax on the revenue providers earn from exempted companies, covering registered office, secretarial, administration, and resident representation services. You do not pay it to the government directly; it is built into your provider's invoice, so a more expensive package carries a larger tax uplift.
A routine formation runs about two weeks end to end, with the Bermuda Monetary Authority non-objection usually processed within a week. No official express surcharge appears in the Registrar's published fee schedule, so confirm timing directly if you need it faster.
Legal Disclaimer
The information provided in this article is for general informational purposes only and does not constitute legal, tax, or professional advice. While we strive to ensure the accuracy and timeliness of the content, laws and regulations are subject to change, and the application of laws can vary widely based on specific facts and circumstances.
Readers should not act upon this information without seeking professional counsel tailored to their individual situation. Expanship and its authors disclaim any liability for actions taken or not taken based on the content of this article.
For specific advice regarding your business setup, compliance requirements, or any legal matters, please consult with qualified legal and tax professionals in the relevant jurisdiction.
