Cayman

Key Corporate Features
General Information
Company Information
Compliance

Key Corporate Features

General Information

The Cayman Islands consists of a group of three islands in the Caribbean. The main island, Grand Cayman, is situated approximately 1.150 kilometres south of Florida.

The population is approximately 40.000

The Cayman Islands are a British colony and therefore the United Kingdom Parliament at Westminster retains the right to legislate. The Islands have a Governor who is appointed by the Queen who heads the Cayman Islands Government and is responsible for the civil service, defence, law and order and external affairs. There is a Legislative Assembly consisting of 12 elected members plus the Financial Secretary, the Attorney General and the Administrative Secretary, which may make laws with the consent of the Crown.

An Executive Council, consisting of three official members appointed by the Governor and five members elected by the Legislative Assembly, formulates policy and advises the Governor.

The economy of the islands is strong, enjoying full employment with most of the revenue being derived from the financial services sector and tourism.

Miami is one hour away by air and the island has direct air links with New York, Atlanta, Tampa, Houston and Jamaica. The islands are a popular cruise-ship stop.

The official and spoken language is English.
The official currency is the Caymanian Dollar.
There is no exchange control.

The type of law is Common Law based on English Common Law.

The Company Law of the Cayman Islands is based on the English Companies Act of 1948 and can be found in the amended Cayman Islands Companies Law of 2002.

Company Information

The type of company for international trade and investment is the Exempt Company.

The procedure to incorporate for Exempt Companies: by submission of the Memorandum and Articles of Association and registration fee to the Registrar of Companies, together with a sworn statement declaring that the business activities of the proposed company will be undertaken mainly outside the Cayman Islands. The names and addresses of the proposed first directors must be disclosed to the Registrar.

The following restrictions on trading apply: an Exempt Company can’t trade within the Cayman Islands or own real estate in the Cayman Islands. It can’t undertake the business of banking, insurance business or mutual fund business unless licensed. It can’t solicit funds from the public.

A Cayman Islands Exempt company has all the powers of a natural person.

A registered office is required, it must be maintained in the Cayman Islands.
Shelf Companies are available.
The minimum time to incorporate is two days.

here are name restrictions on the following words: bank, insurance, assurance, reinsurance, trust, municipal, charter, co-operative, their foreign language equivalents or any name that, in the opinion of the Registrar, would suggest a connection with a Royal family or Government authority.

Names can be expressed in any language using the Latin alphabet, if the Registrar of Company receives a translation thereof. The corporate documents will however be in English.

The following names require consent or licence: bank, building society, savings, loans, insurance, assurance, reinsurance, fund management, asset management, trust, trustees or their foreign language equivalent.

There is no requirement to utilise a suffix to denote limited liability, although normally companies are incorporated to include the suffixes: Limited, Incorporated, Corporation or their abbreviations.

There is no disclosure of beneficial ownership to government authorities.

Compliance

The minimum authorised and issued share capital is US$ 1, but it is normal to incorporate with an authorised share capital of US$ 42.000; divided in to 42.000 common voting shares of US$ 1, this being the maximum for the minimum capital duty payable to the Registrar of Companies.

The minimum issued share capital is one share of no par value or one share of part value.

The following classes of shares are permitted: registered shares of par or no par value, preference shares, redeemable shares and voting or non-voting shares.

There is no form of taxation in the Cayman Islands relating to individuals, corporations or trusts.

The Cayman Islands has no double taxation agreements.

Unregulated exempt companies do not need to file accounts

The minimum number of directors is one. The directors may be natural persons or bodies corporate. The directors may be of any nationality, and need not be resident in the Cayman Islands.

The Cayman Islands Companies Ordinance does not make any specific reference to a requirement for a company secretary. However, it is customary to appoint one, who may be either a natural person or a body corporate.

The minimum number of shareholders is one.

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