Entity compliance in Bermuda means keeping a company's registry records, regulatory fees, beneficial ownership information, substance filings and tax registrations current throughout its life. For a typical Bermuda exempted company, that means paying the annual corporate regulatory fee to the Registrar of Companies, maintaining the registers required by the Companies Act 1981, and checking substance and corporate income tax rules.

This guide focuses on the exempted company, the structure most foreign groups use for operations conducted outside Bermuda, including foreign-owned subsidiaries. Local companies, which must meet Bermudian ownership requirements, overseas permit companies, partnerships and limited liability companies follow different rules.

Updated November 9, 2026. Bermuda's beneficial ownership and economic substance regimes changed in 2025 and 2026, so confirm the current text before filing. Timelines below describe standard requirements; one-time transition measures are treated separately.

Entity compliance Bermuda: the quick answer

• Confirm whether the entity is an exempted company, a local company or an overseas permit company.

• Pay the annual corporate regulatory fee to the Registrar of Companies.

• Keep the registered office, secretary, resident representative and register of directors current.

• Maintain the beneficial ownership register and notify the Registrar of changes.

• File an economic substance declaration if the entity carries on a relevant activity.

• Check whether the group falls under the Bermuda corporate income tax and register for payroll tax if you employ staff.

What determines a Bermudian entity's compliance requirements?

Start with an entity profile. Record the legal form, incorporation date, financial year-end, shareholders, directors, officers, registered office, the activities the company carries on, group revenue and whether it has employees in Bermuda.

The legal form decides the baseline. Exempted companies conduct business outside Bermuda and are exempt from the sixty per cent Bermudian ownership requirement that applies to local companies. The activities decide the substance filing, and the group's size decides whether the corporate income tax can apply.

A Bermuda attorney and accountant should confirm which obligations apply to your entity. Use CoverPin's broader guide to global entity management to put Bermuda in the context of your other subsidiaries.

Annual entity requirements in Bermuda: the core checklist

1. Pay the annual corporate regulatory fee

The Registrar of Companies (Annual Corporate Regulatory Fees) Act 2024 sets fees of BMD 500 for an exempted company and BMD 150 for a local company. Check the Act and the Registrar's notices for the current amounts and payment dates, because fee schedules can change. Unpaid fees can lead to compliance measures, so put the fee on the calendar even when the company is dormant.

2. Keep the registered office and filings current

A Bermuda company must maintain a registered office and file a list of directors with the Registrar. Changes need notices, and bye-law amendments are filed within 30 days according to law firm guidance. Keep the secretary and any resident representative details current, and make sure the registered office provider can reach the company quickly when the Registrar asks a question.

3. Maintain the beneficial ownership register

The Beneficial Ownership Act 2025, with consequential amendments effective November 3, 2025, moved the central register from the Bermuda Monetary Authority to the Registrar. Companies keep a beneficial ownership register and update it after a change, generally within 14 days of notice, and file the required information with the Registrar. Confirm whether your entity is exempt.

4. Prepare financial statements and hold the annual meeting

An exempted company prepares financial statements and presents them to its members at a general meeting, unless the members have waived the requirements as the Companies Act allows. Financial statements are not generally filed with the Registrar. Keep minutes and approvals on file so that the registered office and the auditors, if any, hold the same record.

5. File the economic substance declaration if required

The Economic Substance Act 2018 applies to entities that carry on defined relevant activities. Declarations are due within six months after the financial year-end, so June 30, 2026 for a December 2025 year-end. Amendments that took effect on March 31, 2026 moved administration from the Registrar to the Corporate Income Tax Agency, which also gained new enforcement powers and penalties.

Tax: no general corporate income tax, but new rules for large groups

Bermuda historically had no corporate income tax. The Corporate Income Tax Act 2023 introduced a 15% tax on entities in multinational groups with annual revenue of EUR 750 million or more, for fiscal years beginning on or after January 1, 2025. Groups below that threshold are outside the charge, though they should still confirm their status with the Corporate Income Tax Agency.

Bermuda has no VAT or sales tax. Employers pay payroll tax and social insurance contributions to the Office of the Tax Commissioner, and some goods and activities attract customs duty or stamp duty. The Corporate Income Tax Agency also handles automatic exchange of information reporting such as CRS and FATCA, with reporting dates set each year.

Foreign-owned subsidiaries: permits, substance and information exchange

A foreign-owned operating subsidiary that trades inside Bermuda is usually a local company and must meet the Bermudian ownership requirement unless the Minister's consent is obtained. Companies that conduct business only outside Bermuda use the exempted structure, which does not carry that requirement.

For group structures, check substance, CRS and FATCA reporting, country-by-country reporting and corporate income tax scope together. Information filed in one regime may be shared with other authorities, so keep it consistent. Keep the parent's own filings in line with what the Bermuda entity reports about ownership and activities.

First-year and event-triggered obligations

In the first year, expect to complete incorporation with the Registrar, obtain any required Ministerial consent, appoint a registered office, secretary and resident representative where applicable, set up registers, register for payroll tax if hiring, and open a bank account.

Event-triggered filings include changes of directors or officers, registered office, name, share capital, bye-laws, beneficial ownership, amalgamations and continuation or discontinuance. Each has its own notice period, so handle these separately from the annual cycle.

Employment and local requirements

Employers register with the Office of the Tax Commissioner for payroll tax and social insurance. Non-Bermudian employees generally need work permits through the Department of Immigration, and local employment legislation sets terms for contracts and termination. Confirm current rates and procedures with local counsel before hiring.

Build a compliance calendar for Bermuda

A compliance calendar should list each obligation, its legal trigger, the owner and the evidence. Rebuild it every year from the fiscal year-end and update it after every corporate event.

• Record the incorporation date, financial year-end, registered office provider and date of the last fee payment.

• Calendar the regulatory fee, beneficial ownership updates, substance declaration and any tax filings from their triggers.

• Assign a corporate services provider, a lawyer and an internal owner to each obligation.

• Store minutes, filed declarations and proof of payment in one place.

• Review the calendar after any change of directors, owners, activities or group revenue.

Common mistakes

• Assuming there is nothing to file because there is no general income tax.

• Letting the beneficial ownership register fall behind after a change.

• Missing the economic substance declaration for a relevant activity.

• Not checking whether the group falls within the corporate income tax threshold.

• Treating exempted and local company rules as the same.

• Using an outdated regulator for substance filings after the 2026 change.

Entity compliance Bermuda: frequently asked questions

What are the annual compliance requirements for a company in Bermuda?

A Bermuda exempted company typically pays the annual corporate regulatory fee, keeps its registered office, directors and beneficial ownership information current, prepares financial statements for its members and files an economic substance declaration where required.

Does Bermuda have corporate income tax?

Bermuda introduced a 15% corporate income tax for entities in multinational groups with revenue of EUR 750 million or more, for fiscal years beginning on or after January 1, 2025. Other companies are outside that charge.

Who administers economic substance filings in Bermuda?

Amendments effective March 31, 2026 moved administration from the Registrar of Companies to the Corporate Income Tax Agency. Declarations are due within six months after the financial year-end.

Are financial statements filed with the Bermuda Registrar?

Generally no. An exempted company presents financial statements to its members rather than filing them with the Registrar, but tax and substance filings may require supporting figures.

What is the difference between an exempted and a local company?

An exempted company conducts business outside Bermuda and is exempt from the Bermudian ownership requirement. A local company trades in Bermuda and must meet that requirement.

Is there one annual deadline for entity compliance in Bermuda?

No. Regulatory fees, beneficial ownership updates, substance declarations and tax reporting each follow their own trigger and calendar. Calculate each date separately.

How CoverPin can help

CoverPin helps companies track entity obligations across jurisdictions. See our international entities overview, our compliance advisory service, and our guide to legal compliance. Local filings should be confirmed with qualified Bermudian advisers.

This guide provides general information. Requirements vary by entity, transaction and reporting period; use the linked official sources and entity-specific advice to confirm your obligations.