This publication has been prepared for the assistance of those who are considering the merger or amalgamation of a foreign corporation with a Bermuda exempted company where the surviving or amalgamated entity will be, or will become, a Bermuda exempted company. It deals in broad terms with the requirements and procedures under Bermuda law for effecting such merger or amalgamation. It is not intended to be exhaustive but merely to provide brief details and information which we hope will be of use to our clients. We recommend that our clients and prospective clients seek legal advice in Bermuda on their specific proposals before taking steps to implement them.

Before proceeding with such a merger or amalgamation, persons are advised to consult their tax, legal and other professional advisers in their respective jurisdictions.

Copies of the Companies Act 1981 of Bermuda have been prepared and are available on request.

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