The Companies Amendment Act 2014 introduced new provisions with regard to the ability of local and exempt companies to acquire land in Bermuda. It should be noted that consent is still required from the Minister of Economic Development in relation to corporate landholding; however, the Minister’s decision will be guided by the provisions of the legislation and the accompanying policy.
In a positive sign for Bermuda’s economy, Education and Economic Development Minister Dr. Grant Gibbons recently released results showing that the midyear total of new company registrations in 2014 stood higher than any midyear totals for the last five years.
The total of 19,151 local and exempted entities on the register at the end of the second quarter of 2014 was bolstered by the registration of 308 new companies (268 international business related) during that period, a slight increase over the 303 new companies (250 international business related) registered during the same period in 2013.
On 27 March 2014 the Government enacted the Companies Amendment Act 2014 (the “Amendment Act”) (58 KB PDF) introducing new provisions to the Companies Act 1981 with regards to the ability of local and exempt companies to acquire land in Bermuda. An accompanying corporate landholding policy (the “Policy”) was issued to run alongside the Amendment Act to help clarify the objectives behind the changes in an effort to assist with the Ministers decision making when making an application for consent.
There were a number of reasons cited for the changes but the key reasons provided by Minister of Education and Economic Development, The Hon. E. Grant Gibbons, in his statement to the House of Assembly were to “stimulate turnover in the real estate market and create jobs in the construction sector and to make Bermuda [a] more attractive and competitive jurisdiction.” (Hansard Report, 21 March 2014, p. 1739)
Recently, the following Orders were enacted to add a dedicated corporate governance licensing criterion to the Trust (Regulation of Trust Business) Act 2001, the Investment Business Act 2003 and the Investment Funds Act 2006 (collectively, the “Regulatory Acts”):
In this case, Fifth Street Finance v D Dobbin  SC (Bda) 55 Com (313 KB PDF), Alan Dunch and Tim Frith of MJM acted on behalf of Fifth Street Finance Corporation in the recovery of $4,000,000 as money due under a Guarantee and Indemnity Agreement dated September 28th, 2009. The principal debtor whose debts were guaranteed by the Defendant was a Canadian company Repechage Investments Limited as assignee of pre-existing liabilities under a 2007 credit agreement owed by two of Repechage Investment Limited’s subsidiaries, Elephant & Castle Group Inc. (a Canadian corporation) and Elephant & Castle Inc. (a Texas corporation). The Elephant & Castle Group operated and franchised British style pub restaurants in the United States and Canada, however the group collapsed in 2011 and Repechage filed a voluntary bankruptcy petition in the United States Bankruptcy Court for the District of Massachusetts.