Company Incorporation in Cayman Islands
- Roger Pay
- May 9
- 5 min read
Cayman Islands Company Incorporation Guide
To register or incorporate a company in the Cayman Islands, here's a comprehensive guide:
General Information:
The Cayman Islands is a popular jurisdiction for company incorporation due to its tax neutrality (no corporation tax, income tax, capital gains tax, or wealth tax), political and economic stability, confidentiality, and a well-established financial ecosystem.
The primary legislation governing companies is the Companies Law.
The official registry is the Cayman Islands General Registry. You can access their website for more information and potentially some online services.
For companies conducting business outside the Cayman Islands (Exempted Companies), it is required to engage a local licensed service provider for incorporation.
For companies operating within the local Cayman market ("Resident Companies"), you might be able to incorporate directly through the Cayman Business Portal (CBP).
Types of Companies:
The Cayman Islands offers various types of companies, the most common being:
Exempted Company: Primarily for international business, benefits from potential tax exemption certificates, and does not need to hold annual general meetings.
Ordinary Non-Resident Company: Cannot conduct business within the Cayman Islands and is mainly used for holding shares in foreign companies. Requires a non-resident status certificate.
Ordinary Resident Company: Operates within the Cayman Islands and must comply with local laws.
Limited Liability Company (LLC): Members have limited liability.
Segregated Portfolio Company (SPC): Often used for investment funds.
Steps to Incorporate (General Process):
While the exact steps might vary based on the type of company and whether you use a service provider, here's a general outline:
Choose a Unique Company Name:
The name must be in English and end with "Limited" (LTD).
You can also register a foreign character name (e.g., Chinese) for an additional fee.
Conduct a name search with the General Registry to ensure availability.
Reserve the name once available.
Appoint a Registered Agent:
Mandatory for all companies.
The registered agent acts as the official liaison with the government.
Prepare Incorporation Documents: Typically includes:
Memorandum of Association: Outlines the company's name, registered office address, share capital, and the liability of its members.
Articles of Association: Details the company's internal rules and regulations, including its purpose and conduct.
Section 165 Declaration (for Exempted Companies): Declares that the company's operations will be mainly outside the Cayman Islands.
Identification and proof of address for directors, shareholders, and beneficial owners (KYC documents).
Submit the Application to the General Registry:
This is often done by your chosen registered agent or service provider.
Includes submitting the incorporation documents and paying the required fees.
Receive Certificate of Incorporation: Once approved, the Registrar will issue a Certificate of Incorporation, legally recognizing your company.
Open a Business Bank Account: This is a separate process that you will need to undertake after incorporation.
Maintain Annual Compliance:
Pay annual government fees.
File an annual return.
Maintain proper accounting records.
Comply with Economic Substance requirements if applicable (for entities conducting relevant activities).
Key Considerations:
Registered Office: All Cayman Islands companies must have a registered office within the jurisdiction, typically provided by a licensed service provider.
Directors and Shareholders: A minimum of one director and one shareholder is required (can be the same person). There are no residency or nationality restrictions.
Share Capital: No minimum authorized share capital, but registration and annual fees vary based on the amount. A typical authorized share capital for an exempted company is US$50,000.
Fees: Incorporation and annual fees depend on the type of company and its authorized share capital. Resident companies with share capital under CI$42,000 might have a CI$300 fee, while the minimum for an exempt company could be CI$600. Service providers will have their own fees.
Timeline: Incorporation can often be completed within 1-5 working days, depending on the complexity and efficiency of document submission. Express services for faster processing might be available for an additional fee.
Annual Requirements: Besides the annual fees and returns, most companies do not have annual audit requirements but must maintain adequate accounting records.
Where to Register:
Cayman Business Portal (CBP): For "Resident Companies" operating in the local market.
Through a Licensed Service Provider: Required for "Exempted Companies" and recommended for all to ensure compliance and a smoother process, especially for international businesses. Many firms offer incorporation services.
Contact Information:
Registrar of Companies (General Registry):
Phone: (345) 946 7922
Email: cigenreg@gov.ky
Address: Ground Floor, Government Administration Building, 133 Elgin Avenue, George Town, Grand Cayman. (Appointments preferred)
It's highly recommended to consult with a local licensed service provider to navigate the specific requirements for your business needs and ensure a compliant incorporation process in the Cayman Islands.
How Bestar can Help
Bestar is your expert guides and local partners in navigating the Cayman corporate landscape. Here's how we can significantly help:
Expertise and Navigating the Legal Framework:
In-depth Knowledge of Cayman Companies Law: We possess a thorough understanding of the Companies Law and its nuances, ensuring your incorporation adheres to all regulations from the outset. This minimizes the risk of errors or delays.
Guidance on Company Structure: We can advise you on the most suitable type of company (Exempted, Ordinary Non-Resident, LLC, etc.) based on your business objectives and operational needs.
Ensuring Compliance: We keep abreast of any changes in legislation and can guide you on ongoing compliance requirements, such as annual filings, fee payments, and adherence to Economic Substance regulations if applicable.
Streamlining the Incorporation Process:
Efficient Document Preparation: We are experienced in preparing the necessary incorporation documents (Memorandum and Articles of Association, declarations, etc.) accurately and efficiently, saving you time and potential headaches.
Liaison with the General Registry: We act as your intermediary with the Cayman Islands General Registry, submitting applications, handling queries, and ensuring a smoother and faster registration process.
Name Availability Checks and Reservations: We can conduct thorough name searches and reserve your chosen company name, ensuring it meets the registry's requirements.
Essential Local Presence and Services:
Registered Office Address: We provide the legally required registered office address in the Cayman Islands for your company.
Registered Agent Services: We act as your official Registered Agent, receiving and forwarding important legal and governmental correspondence. This is a mandatory requirement for all Cayman companies.
Local Expertise and Network: We have established relationships with local banks, legal firms, and other service providers, which can be beneficial for your business setup and ongoing operations.
Ongoing Support and Administration:
Annual Compliance Administration: We can manage your annual filings, ensuring timely submission and adherence to deadlines, helping you avoid penalties.
Maintenance of Statutory Records: We can assist with maintaining statutory registers and other required company records.
Facilitating Changes: If you need to make changes to your company structure, directors, or other details, we can guide you through the necessary procedures with the General Registry.
In essence, Bestar offers:
Efficiency: We expedite the incorporation process.
Expertise: We ensure compliance and provide valuable guidance.
Convenience: We handle many of the administrative burdens.
Peace of Mind: You can be confident that your company is set up and maintained correctly.
While it might seem like an added cost, the expertise and support Bestar offers can be invaluable in navigating the complexities of Cayman Islands company registration and ensuring the long-term success and compliance of your business.
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