ASW’s Corporate department advises businesses worldwide and has a wealth of expertise dealing with complicated structures and challenging legal issues, frequently working with and alongside leading law firms in the US, the UK and around the globe.
The Corporate team is ranked highly in all of the major independent legal research directors, including Chambers & Partners, Legal 500, IFLR1000 and Who’s Who Legal. Neil Horner, Director and Head of Corporate, is top ranked for corporate and finance and is recognized as a ‘thought leader’ in (re)insurance. Corporate partner, Kim Willey, is recognized as a ‘global leader’ in (re)insurance, and Corporate partner, Hanno Tolhurst is ranked and commended for Bermuda insurance and regulatory matters. ASW’s Corporate lawyers all have experience working for large City and international firms, and pride themselves on providing efficient, responsive, quality client service.
ASW has its own dedicated corporate services provider company, Compass Administration Services Ltd. (“CASL”). CASL is a leading Bermuda corporate services provider licensed by the Bermuda Monetary Authority. CASL provides comprehensive corporate secretarial services to Bermuda entities.
ASW’s Corporate team offers Bermuda legal advice relevant to all issues of general corporate law, and in relation to a multitude of transactions and industry-related issues, including but not limited to the following practice areas:
- (Re)insurance and Insurance Linked Securities (ILS): Insurance and reinsurance advice is at the core of ASW’s Corporate practice. ASW’s team has a depth of industry experience, and Head of Corporate, Neil Horner, authors the Bermuda Insurance Regulation and Segregated Account chapters in the definitive text in this area, The Law of Reinsurance in England and Bermuda. ASW offers Bermuda legal and regulatory advice on the full scope of (re)insurance matters, including structuring, formation, licensing, ongoing regulation (including changes to controllers) alternative risk transfer and insurance linked securities. ASW builds long-term relationships with our clients acting as their trusted legal advisor for all their legal and regulatory (re)insurance matters. As part of ASW’s practice, we also provide contentious (together with our Dispute Resolution colleagues) and non-contentious re/insurance advice to policyholders, cedants, reinsurers, and retrocessionaires.
- Corporate Transactions, including Mergers and Amalgamations and Restructurings: ASW provides corporate Bermuda legal advice on a practical and risk-based basis to its clients in all manner of corporate transactions, including public listings (or de-listings) mergers and amalgamations of private and public companies, asset purchases and sales, reverse take-overs, and schemes of arrangement. We also advise on the full range of related corporate matters, including formations of companies, partnerships and LLCs, payment of dividends and distributions, capital reductions, share repurchases, buy-backs, redemptions and sales, governance matters (including board changes), agreements among shareholders/partners, and migrations/continuances. We also assist with listings of equity and debt on the Bermuda Stock Exchange (BSX) and the Bermuda legal aspects of listings on other international stock exchanges.
- Banking and Finance: ASW has significant experience advising corporate lenders and borrowers on all aspects of Bermuda banking and finance law across a range of industry sectors, including shipping and aircraft financing. ASW provides legal opinions confirming that all necessary steps have been taken in Bermuda and obligations are enforceable against Bermuda borrowers. ASW also advises on Bermuda implications of lending documents and can assist with security over any collateral that is taken under Bermuda law.
- Funds: ASW advises on investment in the insurance and financial services sectors, which may be through the direct acquisition of assets, investment in infrastructure platforms, alternative risk vehicles, corporate structuring, or the formation and licensing with the Bermuda Monetary Authority of investment funds and related investment managers. ASW advises on the establishment, licensing, listing, capital raising, restructuring, migration, termination and general regulatory and compliance matters for Bermuda funds.
- FinTech/Digital Asset Business: ASW assists clients in the fintech, insurtech, digital asset, software, telecommunications, satellite and subsea cabling sectors, and advises on all aspects of Bermuda law and regulation in this space. We advise on regulatory and licensing requirements with the Bermuda Monetary Authority, restructurings, financings, mergers and acquisitions, data protection and commercial licensing agreements. ASW works closely with policymakers in the digital asset business sector and assists clients’ established licensed vehicles in Bermuda.
- Employment: ASW provides advise on contentious (together with our Dispute Resolution colleagues) and non-contentious employment matters, including advising on employment contracts, contractual disputes, severance and termination, HR training programs, employee incentives and pension programs. We also provide employment advice in the context of corporate transactions, including takeovers and mergers and amalgamations.
- Regulatory: ASW’s regulatory department has significant experience and our multi-disciplinary team of Corporate and Dispute Resolution practitioners can provide advice on a full range of complex Bermuda regulatory matters including:
- Regulatory Enforcement: ASW offers expert guidance and advocacy through all aspects of Bermuda’s regulatory landscape, including licensing, ongoing operations, proactive engagement with the Bermuda Monetary Authority and, if needed, dedicated representation during regulatory investigations and enforcement proceedings.
- Economic substance analysis, filings and compliance: ASW advises clients on all areas of compliance with Bermuda’s economic substance regulatory regime, which includes analysing the application of the economic substance regulation, reviewing and assisting with annual filings and advising on any compliance or enforcement matters.
- Cyber Breaches and Data Privacy: ASW advises on compliance with Bermuda privacy laws, which came into full effect in January 2025, as well as assisting with any analysis or notification requirements for cyber incidents and data breaches under Bermuda regulation.
- AML/ATF and Sanctions: ASW advises on the application of Bermuda Anti-Money Laundering/Anti-Terrorism Financing and Sanctions regimes, to ensure that clients’ internal policies and procedures support the highest level of compliance with Bermuda regulation.
- Corporate regulatory updates: ASW can provide a bespoke regulatory updates tracker for areas of Bermuda law and regulation that may impact your business, and can assist with further understanding the filing requirements across the range of Bermuda regulatory requirements.
- Governance: ASW assists clients with a range of governance requirements, including compliance with the recent amendments to the Insurance Code of Conduct, and preparation for the increasing focus on Environmental, Social and Governance.
- Shipping and aircraft registrations: ASW is also experienced in the registration of shipping and aircraft with the relevant Bermuda authorities and can guide clients through the processes involved.
Our Corporate Lawyers
Kim Willey | Partner (Consultant)
Federico Candiolo | Senior Counsel (Consultant)
Christopher Southorn | Senior Counsel
