Bermuda Registered Funds Fund

The Bermuda Investment Funds Amendment Act 2019 sets forth the regulatory environment for operation of mutual funds in Bermuda.

Upon registration, funds are classified as one of the following:

  1. Private Funds:

Funds are considered Private under the Act if the number of participants does not exceed 20 persons and the fund does not promote itself by communicating invitations or inducements to the public generally.

The operator of a Private fund is required to appoint a local service provider authorised and regulated by the Authority and appoint a Custodian to ensure safekeeping of the fund’s assets.​

  1. Professional Class A and Class B Funds:

An Investment Fund, which satisfies the criteria set out in section 6A(2) of the Act, may apply to the Authority to be registered as a Professional Class A fund while an Investment Fund which satisfies the criteria set out in section 7(2) of the Act may apply to the Authority to be registered as a Professional Class B fund.

The criteria that must be satisfied for both classes, as detailed in sections 6A(2) and 7(2), are:​

  1. the fund must be open to qualified participants as defined under section 9(2) and 9(3) of the Act;
  2. the operator of the fund has appointed an officer, trustee or representative resident in Bermuda who has authority to access the books and records of the fund;
  3. the operator of the fund has appointed the following service providers to the fund-
    • an investment manager;
    • fund administrator;
    • registrar;
    • an auditor; and
    • a custodian or prime broker; and
  4. the financial statements of the fund are prepared in accordance with any one of the following standards-
  5. International Financial Reporting Standards (“IFRS”);
  6. Generally Accepted Accounting Principles (“GAAP”) in Bermuda, Canada, the United Kingdom or the United States of America; or
  7. any such other GAAP as the Authority may recognise.

The qualification criteria differs between the two classes as it relates to the appointment of the investment manager.  Professional Class A funds must appoint an investment manager for the fund who is either:

  • licensed under the Investment Business Act 2003;
  • authorised or licensed by a foreign regulator recognised by the Authority; or
  • carrying on business in or from Bermuda or in a jurisdiction recognised by the Authority, being a person who
  1. has gross assets under management of an amount that is not less than $100 million; or
  2. is a member of an investment management group that has consolidated gross assets under management of an amount that is not less than $100 million;

Legal Requirements

Sr.

No

ElementRequirement(s)
Entity RequirementsThe entity making the application is Bermuda:

  1. Company
  2. Limited partnerships,
  3. Unit trust or
Director’s RequirementsThe licensee will need at least 2 (two) natural person Fit and Proper Directors of any jurisdiction.
Shareholder requirements
  • The investment dealer will need at least one shareholder.
  • Corporate shareholding is allowed and 100% foreign ownership is permitted.
Compliance OfficerThe Licensee must establish and maintain an appropriate and effective compliance function within the firm which operates independently of all operational and business line functions and senior or supervisory management.
Licensed PrincipleThe Applicant must employ at least one individual who is licensed as a principal.

The Principle must:

  1. Have sufficient educational or other qualifications or experience;
  2. Have sufficient authority within the company;
  3. Be a fit and proper person, to supervise the business for which the company that has nominated him is licensed or is applying to be licensed
Fund AdministratorThe Applicant must employ a fund administrator with no local requirement
Fund ManagerThe Applicant must employ a fund manager with no local requirement
Custodian
  • The applicant must have a custodian approved by the BMA.
  • A Custodian licensed and approved locally the minister.
  • A Custodian licensed and approved under the laws of a recognized country or jurisdiction.
  • A person with a written permission from the Minister to carry on Business as a Custodian.
Local OfficeThe applicant must have premises acceptable to the authority. The premises should be able to facilitate confidential interaction between the applicant and its clients, and provide for safe and confidential storage of documents.
AuditorThe Licensee, within one month after becoming licensed, shall appoint an external auditor who is acceptable to the Authority
InsuranceThe applicant must have indemnity insurance coverage or a fidelity bond acceptable to the regulator
Minimum Capital Requirements

Ongoing Obligations

  1. Licenses are to be renewed annually after the date of registration. On application for renewal of a Licence, the Bermuda Monetary Authority , if satisfied that the applicant is a licensee of good standing, may grant the renewal on payment by the applicant of the annual renewal Licence fee
  2. Filing of Audited Accounts: The licensee shall for the financial year beginning on the day on which it commences to carry on securities business; and for each subsequent year submit to the Authority, within ninety days after the end of the financial year, audited financial statements prepared in accordance with international accounting standards, and which contain such additional information as may be prescribed.
  3. The Licensee must maintain appropriate policies of insurance for the purpose of indemnifying such licensee against any liability that may be incurred as a result of any act or omission by the licensee or any of its officers or employees in the conduct of the licensee’s securities business.

About Valsen Fiduciaries

Valsen Fiduciaries is a licensed independent global service provider of a broad range of fiduciary, administrative, legal, corporate secretarial and support services.

    1. Company formations and Administration
    2. Assistance with Bank Account opening
    3. Collective Investment Setup and Administration
    4. Intellectual Property Registrations and Maintenance.
    5. Trusts and Foundations setup and administration
    6. Online Payment Gateway Solutions
    7. Banking Licenses and PSP, E-Money, E- Wallet Licenses
    8. Yacht and aircraft registrations.
    9. Cryptocurrency Solutions (ICO, STO, Crypto Exchanges etc)

The Valsen Advantage

  • We will advise you on the optimal legal structure for your requirements, size, expectations and circumstances. We have extensive knowledge of a wide range of securities dealer licenses in all major jurisdictions.
  • Valsen will assist to complete every form for each process in the best way we know how (Based on our many years’ experience with various regulators and service providers across the world)
  • We are very hands on in the post filing period checking with re regulator and service providers and updating you regularly. Any queries raised by the regulators and service providers during processing will be quickly synthesized by us and we shall craft the right responses to move the process forward fast.
  • We have a full in-house compliance support for all compliance requirements with the regulator and service providers

Our Contact Details

Please visit us on: www.offshorelicense-regulatory.com , www.valsen-corporate.com

OR Contact us on:

  • Tel: +248 4321018
  • WhatsApp: +248 2525217
  • Skype: vf-international.com
  • Email: [email protected]