An overseas company is a body corporate incorporated outside Bermuda. It holds its legal personality under the law of its place of incorporation. What Bermuda controls is whether it may carry on trade or business here, and that is done by permit.
At A Glance
| Governing legislation | Companies Act 1981, Part XI, sections 133 to 150A |
| Separate legal person | Under its own governing law. Not created in Bermuda |
| Liability of owners | Per its governing law |
| Local or exempted | Not applicable |
| Name must end in | Per its governing law |
| Evidence of registration | Permit, Form 15a |
When you need a permit
An overseas company may not engage in or carry on any trade or business in Bermuda without a permit. Carrying on business is defined broadly, and includes occupying premises in Bermuda, advertising a Bermuda contact address, and using a Bermudian domain name.
It does not include meetings of officers or members held in Bermuda, travelling salesmen, or dealing in securities of exempted undertakings, local companies and partnerships.
How to apply for a permit
- Advertise. Within three months before applying, publish an advertisement in an appointed newspaper announcing your intention, specifying the company name and the trade or business proposed.
- Apply to the Minister on Form 15, with the documents and particulars required and the application fee.
- File your beneficial ownership information. This is required on an application for permission to carry on business.
- Receive your permit on Form 15a.
How the Minister decides
- the economic situation in Bermuda and the due protection of persons already in business here
- the nature and previous conduct of the company and of the persons having an interest in it
- any advantage or disadvantage that may result
A permit is not normally recommended where a Bermuda entity could be formed
If a Bermuda exempted company could be formed to carry on the business proposed, the grant of a permit will not normally be recommended.
Records you must keep
Only certain Parts of the Companies Act 1981 apply to a permit company, so the registers a Bermuda company keeps do not all apply to you. Your constitution and your members are governed by the law of your place of incorporation, and are recorded there.
Two things you must keep current in Bermuda. Your beneficial ownership register, on the same basis as a Bermuda company. And the particulars of your principal representative and registered office in Bermuda, a change of principal representative being notified to us within twenty-one days.
RELATED
Changing your registered office →
Beneficial ownership obligations
Permit companies came into the regime on 3 November 2025
Under the previous regime, permit companies were outside Bermuda's beneficial ownership requirements on the basis that they were not incorporated here. That is no longer the position.
Every permit company is subject to the Beneficial Ownership Act 2025. You must take reasonable steps to identify any individual who owns or controls twenty-five per cent or more of the interests or voting rights, or who otherwise exercises ultimate effective control; verify their identity against a reliable and independent source before entering them on your register; maintain a beneficial ownership register; file the required information with us; and update it within thirty days of being notified of a change.
RELATED
The beneficial ownership regime: an overview →
What information about this entity is public
The register of permit companies, the permit, and the particulars filed in support of it. Information about the company's constitution and ownership in its home jurisdiction is a matter for the register of that jurisdiction.
RELATED
Legislation
Companies Act 1981 | 1981 : 59 · External link
Beneficial Ownership Act 2025 | 2025 : 16 · External link