An exempted company may leave Bermuda by continuing into another jurisdiction, under section 132G of the Companies Act 1981.
Who can discontinue
An exempted company, where the jurisdiction it is moving to permits continuance and the company's constitution does not prohibit it. An LLC discontinues under section 97 of the Limited Liability Company Act 2016.
Local companies do not discontinue
The route is for exempted companies. A local company that wishes to leave would first need to change its status.
What you must provide
- a members' resolution approving the discontinuance
- a statutory declaration by a director of solvency, and that the discontinuance will not adversely affect creditors or members
The deed poll for service of process
An irrevocable deed poll providing for service of process in Bermuda after the company has gone. This is what allows a Bermuda claim to be brought against an entity that is no longer here.
What we file
We record the discontinuance. The entity ceases to be a Bermuda entity and, as with continuance in, no new legal person is created and none is destroyed: the same body corporate carries on under the law of its new jurisdiction.
Your beneficial ownership obligations to us end with your status as a Bermuda entity, but the retention rules for records continue to apply.
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