CAYMAN
ISLANDS - EXEMPT
COMPANY
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Principal Corporate Legislation
The Company Law of the Cayman Islands is based on the English Companies
Act of 1948 and can be found in the Cayman Islands Companies Law of 1960,
as amended.
Type
of Law
Common Law based on English Common Law.
Type
of Company for International Trade And Investment
Exempt Company.
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.
Restrictions
on Trading
Cannot trade within the Cayman Islands, own real estate in the Cayman
Islands. Cannot undertake the business of banking, insurance business
or mutual fund business unless licensed. Cannot solicit funds from the
public.
Powers
of Company
A Cayman Islands Exempt company has all the powers of a natural person.
Registered
Office Required
Yes, must be maintained in the Cayman Islands.
Shelf
Companies Available
Yes.
Time
to Incorporate
Two days.
Name
Restrictions
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.
Language
of Name
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.
Names
Requiring Consent or License
Bank, building society, savings, loans, insurance, assurance, reinsurance,
fund management, asset management, trust, trustees or their foreign
language equivalent.
Suffixes
to Denote
Limited Liability There is no requirement to utilize a suffix to denote
limited liability, although normally companies are incorporated to include
the suffixes Limited, Incorporated, Corporation or their abbreviations.
Disclosure
of Beneficial Ownership to Government Authorities
No requirement.
Compliance
Authorized
and Issued Share Capital
The minimum is US$1, but it is normal to incorporate with an authorized
share capital of US$50,000; divided in to 50,000 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.
Classes
of Shares Permitted
Registered shares of par or no par value, preference shares, redeemable
shares and voting or non-voting shares.
Taxation
There is no form of taxation in the Cayman Islands relating to individuals,
corporations or trusts.
Double
Taxation Agreements
The Cayman Islands has no double tax agreements.
License
Fees
For
exempt companies with a share capital not exceeding US$50,000. |
US$575 |
For
exempt companies with a share capital greater than US$50,000
but not exceeding US$1 million. |
US$805 |
For
exempt companies with a share capital greater than US$1 million
but not exceeding US$2 million.
|
US$1690 |
For
exempt companies with a share capital exceeding US$2 million. |
US$2400 |
Financial Statement Requirements
Unregulated exempt companies do not need to file accounts.
Directors
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.
Company
Secretary
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.
Shareholders
The minimum number of shareholders is one.
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