Bermuda's Beneficial Ownership Act 2025: Key Updates
The Registrar of Companies has released draft Beneficial Ownership Regulations and Guidance Notes in support of the Beneficial Ownership Act 2025. The Act, Regulations, and Guidance Notes, along with proposed exemption orders, are due to be finalized and released in July 2026, with enforcement commencing in August 2026.
Introduction
On 11 June 2026, Bermuda's Registrar of Companies (RoC) released draft Beneficial Ownership Regulations and revised draft Beneficial Ownership Regime of Bermuda Guidance Notes. These documents are in near-final form, subject to adjustments aligning with anticipated legislative changes to the Beneficial Ownership Act 2025. Collectively, they will establish Bermuda's beneficial ownership regime and are expected to be published in final form in July 2026.
Why is the Regime Being Proposed?
The principal driver for the regime is the change to Financial Action Task Force (FATF) Recommendation 24 and its Interpretive Note. The FATF changes were made following a 2022 commitment to introduce enhanced beneficial ownership standards, requiring countries to ensure that competent authorities have access to adequate, accurate, and up-to-date information on the true owners of legal entities. Bermuda's reforms are a response to these global standards.
Current Status of the Beneficial Ownership Regime
The Act came into effect in November 2025, with enforcement action for non-compliance deferred until 31 August 2026. The RoC announcement on 11 June confirmed that over the coming weeks there would be:
- Amendments to the Act and related amendments to the draft Regulations;
- Proposed exemption orders relating to trusts and funds and associated amendments to the Regulations; and
- Amendments to the Regulations relating to legitimate interest access.
Accordingly, this advisory will be updated as matters develop.
Key Takeaways
- The beneficial ownership regime will require legal entities in Bermuda to identify and verify all beneficial owners who will be registered on a centrally held register.
- The central register will be accessible to specified statutory bodies, regulated financial institutions, and on a 'legitimate interest' basis.
These developments signify Bermuda's commitment to aligning its beneficial ownership framework with revised FATF requirements, enhancing transparency and compliance within its jurisdiction.
