Sep 2026
On 14 September 2026, the Beneficial Ownership Amendment Act (the “Amendment Act”) was enacted, introducing changes to Bermuda’s Beneficial Ownership Act 2025 (the “BO Act”). The BO Act established a comprehensive beneficial ownership transparency framework for Bermuda legal persons, including the requirement to establish and maintain a beneficial ownership register and, subject to any exemption order made by the Minister of Finance (the “MoF”), to file prescribed beneficial ownership information in a central register maintained by the Registrar of Companies (the “RoC”).
In furtherance of the amended BO Act, the MoF issued the Beneficial Ownership Exemption Order 2026 (the “Exemption Order”) and the Beneficial Ownership Regulations 2026 (the “Regulations”), both of which came into effect on 25 September 2026.
This alert summarises the key provisions of the Exemption Order to assist clients in assessing their eligibility for exemption and suggests next steps for affected client entities.
A separate alert will summarise the key provisions of the Amendment Act, the Regulations and any future Guidance Notes.
Who Qualifies for the Exemption?
The Exemption Order applies to specified legal persons set out in the Schedule. This includes:
- a legal person that is a licensed trustee;
- a legal person whose shares or interests are held by a licensed trustee, or by a trustee that is licensed or regulated by a competent overseas regulatory authority;
- a legal person that is an investment fund (as defined in section 3 of the Investment Funds Act 2006);
- a legal person that, in relation to an investment fund, is a parent undertaking or subsidiary undertaking (as those expressions are construed in section 5 of the Investment Business Act 2003); and
- a legal person whose shares or interests are held by a private trust company, where a Bermuda licensed corporate services provider or licensed trustee has been appointed with responsibility for compliance by the private trust company with the BO Act and the Regulations.
What Does the Exemption Provide?
Qualifying legal persons are exempted from filing minimum required information regarding their registrable persons with the RoC under section 15(1) of the BO Act. It is important to note that this is an exemption from the filing obligation only. The underlying obligations to identify beneficial owners and maintain a beneficial ownership register under the BO Act remain in full force.
What Are the Conditions for the Exemption?
To qualify for the exemption, the legal person must appoint a contact person who is regulated or licensed by the Bermuda Monetary Authority for AML/ATF/APF purposes (e.g. Corporate Service Provider); ensure the contact person has access at all times to the beneficial ownership register and all other required beneficial ownership information; file the prescribed contact person details with the RoC; and ensure the contact person provides specified information to the RoC promptly on request – within 24 hours in some cases. All conditions must be satisfied.
What Should You Do Now?
Clients should assess whether their legal persons fall within one of the qualifying categories for exemption, appoint a suitable contact person and file the required contact person details with the RoC as soon as possible.
If you have any questions about the Exemption Order or require assistance in assessing your eligibility for exemption or filing the required contact details with the RoC, please reach out to the authors or your usual Conyers contact.