Partnership Formation

Two or more partners may form a Bermuda exempted partnership upon application to the Minister of Finance (the “Minister”). Partners may be individuals or corporations and a Personal Declaration on each partner is required. If a partner is a corporate entity, a Personal Declaration is required on the ultimate beneficial owners of the corporation. If the corporation is a public company, the Bermuda Monetary Authority (“BMA”) requires the Annual Report of that company.

The articles of partnership or partnership agreement must specify the general nature of the business to be transacted by the exempted partnership and expressly provide that the law applicable to the exempted partnership is the law of Bermuda. Generally the partnership agreement specifies the names of the partners and the partnership capital.

Once the name of the partnership is reserved at the Registrar of Companies’ office and the requisite legal notice is published indicating the intention to form a partnership, application is made to the BMA where it is reviewed on behalf of the Minister for approval. These particulars are submitted along with the personal declarations on the partners to the BMA. Once the partnership agreement has been approved by the Minister, a copy of the executed partnership agreement, a signed copy of the Certificate of Exempted Partnership and a copy of the Minister’s approval are delivered to the Registrar of Companies for registration as an exempted partnership.