Bermuda Streamlines Its Company And Partnership Legislation

On 8 July 2009, the Bermuda House of Assembly passed six bills

which aim to improve the operations of businesses in Bermuda. The

Bills before the Senate are:

Companies

The Companies Act Amendment Bill 2009

Partnerships

The Partnership Amendment Bill 2009

The Exempted Partnerships Amendment Bill 2009

The Limited Partnership Amendment Bill 2009

The Overseas Partnerships Amendment Bill 2009

Stamp Duty

The Stamp Duties Amendment Bill 2009

It is anticipated that the Bills will receive Senate approval

within the next few months.

The passage of these Bills will greatly improve Bermuda's

already high standing and increase its competitiveness with other

offshore jurisdictions thereby continuing to make Bermuda a premier

location in which to do business.

Companies

The proposals to amend the Companies Act 1981 (the

"Companies Act") will improve the electronic filing

requirements for companies and are designed to bring the Bermuda

legislation more in line with the US Securities and Exchange

Commission's e-commerce provisions.

Documents posted on a website will now be deemed to have been

delivered under Bermuda law provided that the company has given

notice to the recipient that the document is online and has given

instructions on how to access it. A shareholder will retain the

option to receive the document in physical form having received

notice of its posting on a website should the shareholder elect to

do so.

Having the flexibility to choose whether or not to receive

printed or electronic copies of documents will improve the

efficiency of the distribution of notices and other correspondence

by Bermuda companies.

The provisions regarding residency requirements of exempted

companies will also be relaxed. An exempted company will now only

need to appoint either one Bermuda based director, secretary or

resident representative in order to satisfy the provisions of the

Companies Act and the secretary may be an individual or a

company.

Partnerships

Changes will be made to the Partnership Act 1883 (the

"Partnership Act"), the Exempted Partnerships Act 1992

(the "Exempted Partnerships Act"), the Limited

Partnership Act 1883 (the "Limited Partnership Act") and

the Overseas Partnerships Act 1995 (the "Overseas Partnerships

Act") to provide options for partnerships needing flexibility

in structuring their deals.

The proposed amendments to the Partnership Act will clarify the

provisions on liability for partnership debts where the partnership

has legal...