CAYMAN ISLANDS Law and Practice Contributed by: Daniel Lee, Sophia Scott, Kimberly Robinson and James Turner, Maples Group
3. Corporate Vehicles 3.1 Most Common Forms of Legal Entity The Cayman Islands has several types of cor - porate vehicles or legal structures available for conducting business in or outside of the Cay - man Islands. Common types of entities are out - lined below. Exempted Companies Exempted companies are incorporated under the Companies Act and are the most common form of Cayman Islands vehicle used when car - rying on business mainly outside of the Islands. They offer a flexible and tax-efficient structure for companies to operate in the global mar - ket. The main constitutional documents of an exempted company are its memorandum and articles and association that set out the rules for the governance and operation of the com - pany. The issued share capital of an exempted company can be entirely nominal (for example, a single share) and the liability of the shareholders is typically limited to any amounts unpaid on the shares. There are no restrictions on the number of directors or shareholders that an exempted company may have. Ordinary Non-Resident and Ordinary Resident Companies Ordinary companies are incorporated under the Companies Act but, unlike exempted compa - nies, are subject to the LCCA and are required to comply with local licensing, reporting and dis - closure obligations in the Cayman Islands. Ordinary non-resident companies cannot engage in any business activities within the Cayman Islands. Ordinary resident companies may conduct business in the Cayman Islands. Ordinary resident and non-resident companies must file a list of shareholders annually with the
KYD1,000 (USD1,219.51), in each case, for each day the offence continues. 2.3 Commitments Required From Foreign Investors In respect of Local Companies, the Board does not condition their approval on commitments from foreign investors. However, subject to any general directions from the Cabinet of the Cayman Islands (which consists of the Premier of the Cayman Islands, the Deputy Premier of the Cayman Islands, five members of the Cay - man Islands Legislative Assembly, appointed to serve as a Minister of the Cabinet, the Deputy Governor of the Cayman Islands and the Attor - ney General of the Cayman Islands), the Board may have regard to certain matters (such as the advantage/disadvantage which may result from the applicant Local Company carrying on business in the Cayman Islands) when deciding whether or not to grant a licence. 2.4 Right to Appeal To the extent a Local Company is dissatisfied with a decision made by the Board, such Local Company may, within 28 days of the commu - nication of the decision (or such longer period as the Appeals Tribunal (which is a tribunal established under the TBLA) may allow), appeal against that decision to the Appeals Tribunal. Any notice of appeal must specify, among other things, the decision that is being appealed, the Board’s reason for its decision and the grounds of the appeal. The Appeals Tribunal may then decide whether they will allow the appeal and fix a time and date for a hearing. The Appeals Tribunal’s decision will be commu - nicated to the appellant and the Board within 28 days of the hearing. A further appeal may be made to the Grand Court from a decision of the Appeals Tribunal on a point of law only.
146 CHAMBERS.COM
Powered by FlippingBook