And for incidental and connected purposes enacted by the legislature of the cayman islands. Also included in this update are amendments made by companies act 2021 revision consolidated and revised 31 december 2020, and the citation of acts of parliament act, 2020, in force 3 december. Cayman islands companies law imminent changes to the. The principal statute is the companies law 2018 revision as amended. An llc is similar in many respects to a delaware limited liability company. Companies law and law the companies law 2018 revision of the cayman islands and any statutory amendment or reenactment thereof. Chindata group holdings limited adopted by special resolution dated september 7, 2020 and effective. Limited liability companies the limited liability companies law, 2016 the law permits the formation of a new type of vehicle in the cayman islands a cayman islands limited liability company an llc. Brooge energy limited adopted by special resolution dated 2020 and effective on 2020 1 interpretation. The companies law 2020 revision of the cayman islands. This law may be cited as the banks and trust companies law 2001 revision.
The objects for which the company is established are unrestricted and the company shall have full power and authority to carry out any object not prohibited by the laws of the cayman islands. Cayman islands companies may be incorporated with limited liability or without limited liability being known as unlimited companies. The companies law 2020 revision of the cayman islands company limited by shares amended and restated memorandum and articles of association of scvx corp. Limited liability companies stuarts walker hersant. The limited liability companies law cayman islands. Innolight technology corporation adopted by special resolution passed on june 23, 2015 and effective immediately prior to the completion of. The company was incorporated in the cayman islands as an exempted company with limited. Set out below is a summary of certain provisions of the memorandum and articles of association of the company. The company was incorporated in the cayman islands as an exempted company with limited liability on date under the cayman companies law. Stock exchange company law 2014 revision law 1 of 1996 consolidated with law 7 of 2014.
Many of these duties are specifically imposed upon the directors. In this law authorised agent means a person so designated by a bank or trust company under paragraph b of section 62. This quick guide provides an overview of some of the main duties of directors of cayman islands companies. And to provide for incidental and connected matters enacted by the legislature of the cayman islands. If the company is registered as an exempted company as defined in the cayman islands companies law, it. Companies management law 2018 revision cayman islands. Authority means the cayman islands monetary authority established under section. Revised under the authority of the law revision law 1999 revision. Duties of company directors at common law the companies law revised in the cayman islands does not specify the fiduciary or other duties imposed on company directors. The secretarys office will be the registered office of the cayman foundation, where the statutory records regarding the cayman foundation must be kept. Local companies control law 2019 revision section 1 c revised as at 1st january, 2019 page 5 cayman islands local companies control law 2019 revision part i preliminary 1. Banks and trust companies law cayman islands dollar. Page 2 revised as at 1st january, 2019 c publishing details law 24 of 1971 consolidated with law 16 of. The companies law 2010 revision of the cayman islands.
Companies ordinance shall mean the companies ordinance cap. The companies law 2016 revision, in this law referred to as the. The rules of equity and of common law applicable to companies registered in the islands, as modified by the companies law. Registered office every company is bound from the day on which it commences business to have a registered office in the cayman islands to which all communications and notices may be addressed. The exempted company is required to file an annual return each year with the registrar of companies of the cayman islands and pay a fee which is based on the. Legal insight cayman islands law bvi law loeb smith.
In addition, in a number of instances the companies law provides that where a company is in breach of a. Adopted by special resolution dated 19 june 2018 1 interpretation 1. The rules of equity and of common law applicable to companies registered in the islands, as modified by the companies law and any other laws in force in. Page 2 revised as at 31st december, 2019 c publishing details cap. Local companies control law cayman islands government. Companies ordinanceshall mean the companies ordinance cap. Duties of a director under the law of the cayman islands. The statement of guidance for regulated mutual funds published by the cayman islands monetary authority cima is also instructive for directors of cayman islands mutual funds. Companies amendment bill, 2020 cayman islands government. Companies law shall mean the companies law 2018 revision, cap. Cayman islands companies law 2020 revision supplement no.
The companies law revised in the cayman islands does not specify the fiduciary or other duties imposed on company directors. The company shall have and be capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit as provided by the companies law. The directors of any subsidiary making such acquisition must discharge their duties of care and act in good faith, for a proper purpose and in the interests of the subsidiary. Companies management law 2018 revision law 15 of 1999 consolidated with laws 4 of 2000, 6 of 2001, 39 of. Provided that nothing in this section shall be construed as to prevent the company effecting and concluding contracts in the. The companies law 2020 revision of the cayman islands company limited by shares eighth amended and restated memorandum of association of redwood group ltd adopted by a special resolution passed on june 8, 2020 1 the name of the company is redwood group ltd. Banks and trust companies law 2020 revision section 1 c revised as at 31st december, 2019 page 5 cayman islands banks and trust companies law 2020 revision 1. This updated cayman companies act compendium includes amendments made by the companies amendment no. The companies law does not prohibit a cayman islands company acquiring and holding shares in its parent company provided its objects so permit. Duties are categorised at common law as fiduciary, skill, care and diligence. Stock exchange company law 2014 revision cayman islands. Revision and, subject to the provisions of the companies law 2010 revision and the articles of association, it shall have the power to register by way of continuation as a body corporate limited by shares under the laws of any jurisdiction outside the cayman islands and to be deregistered in the cayman islands.
Company and of certain aspects of cayman companies law. The companies law of 1960 the cayman islands companies law of 1960, written by a jamaican law firm and passed as written by the uks colonial office p2715, was very much the work of expatriate professionals the start of a pattern of cayman rubberstamping legislation. Companies management law 2018 revision cayman islands dollar. Cayman islands local companies control law 2019 revision supplement no. Cayman islands 2001 the banks and trust companies law.
The cayman islands is a leading offshore financial centre also known as a tax haven, and financial services form a significant part of the economy of the cayman islands. Companies law shall mean the companies law 2020 revision, cap. Companies management law 2018 revision law 15 of 1999 consolidated with laws 4 of 2000, 6 of 2001, 39 of 2002, 24 of 2016, 1 of 2017 and 44 of 2017. Failure to keep such records is subject to criminal. The government fees payable upon registration of a cayman islands exempted company and at the end of each calendar year are based on the authorised, not the issued, share capital of the company. Also included in this update are amendments made by companies act 2021 revision. Cayman islands companies law imminent changes to the requirements for filing of the register of directors and officers and waiver period author. Directors duties and liabilities under cayman islands law. Duties of directors, such as they are derive from english common law. Cayman islands company law is primarily codified in the companies law 2018 revision and the limited liability companies law, 2016, and to a lesser extent. The company will not trade in the cayman islands with any person, firm or corporation except in furtherance of the. We have prepared the company law compendium as a service to our clients. The company will not trade in the cayman islands with any person, firm or corporation.
This law may be cited as the local companies control law 2019 revision. This law may be cited as the banks and trust companies law 2020 revision. The directors of any subsidiary making such acquisition must discharge their duties of care and act in good faith. Cayman islands or a certified translator together with a statement in the prescribed form as to the foreign language in which such dual foreign name is written. Cayman s companies management law 2003 revision as amended to provide company management services in the cayman islands. In the case of the directors of many cayman islands companies, the law of other jurisdictions, e. February 2017 this guide provides an overview of some of the principal provisions of the companies law the companies law.
Butler, partner, head of cayman islands office every cayman islands company is required to keep at its registered office a register. Cayman islands company law is primarily codified in the companies law 2018 revision and the limited liability companies law, 2016, and to a lesser extent in the securities and investment business law 2015 revision. A quick guide to directors duties in the cayman islands. Queensgate house, grand cayman, ky11102, cayman islands, or at such other place within the cayman islands as the directors may decide. The companies law 2004 revis of the cayman islands company limited by shares memorandum of association of africa opportunity fund limited f companies islands 1 the name of the company is africa opportunity fund limited. Registrar of companies in and for the cayman islands do hereby certify that this is a true copy of the memorandum of association of asm.
The company will not trade in the cayman islands with any person, firm or corporation except in furtherance of the business of the company carried on outside the cayman islands. The companies law 2020 revision of the cayman islands company limited by shares sixth amended and restated memorandum of association of everest medicines limited conditionally adopted by special resolution passed on 21 september 2020 and effective on 9 october 2020 1 the name of the company is everest medicines limited. Companies law 20 revision cayman fiduciary services. Where any provision of the companies law is referred to, the reference is to that provision as amended by any law for the time being in force.
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