Cayman Islands Incorporation Services

With a company formation in Cayman Islands option, you’ll experience no levied taxes on income, capital or withholding taxes, annual accounting or auditing requirements, and minimum capital requirements – a massive benefit to startups. This presents a Cayman Islands exempted company option with flexible financial instruments frequently leveraged by international entities for investment purposes and fund management.

FORMATION FOR THE 1ST CALENDAR YEAR

• Name check and approval
• Filling the incorporation documents with the Registrar of Companies
• Payment of the Government fee for an authorized capital up to USD 50,000
• Provision of registered agent and registered address for one year
• Provision of company secretary for one year
• Rubber stamp

A standard set of digital corporate documents:

• Certificate of Incorporation
• Memorandum & Articles of Association
• Appointment of First Directors
• Consent Actions of the Board of Directors
• Share Certificates
• Register of Directors and Members

LEGAL FORM
The Companies Law 1961 is the primary legislation that regulates companies in the Cayman Islands. The law has been amended several times, including in 1990 and 1995, and is based on English law. There are four types of companies that can be registered in the Cayman Islands under this law: Ordinary Resident Company, Ordinary Non-Resident Company, Exempt Company, and Exempt Limited Duration Company. Exempt Companies are the most commonly used form of offshore operations in the Cayman Islands by international investors. However, they are not allowed to trade within the Cayman Islands, own real estate in the country, or engage in banking, insurance, or mutual fund businesses.

COMPANY NAME
It is not mandatory to include a suffix such as Limited, Incorporated, Corporation, or their abbreviations to indicate limited liability in a company’s name. However, it is common practice to do so. Certain names, including those related to banking, insurance, trusts, asset management, and investment funds, require a license to be used. Names that imply a connection to government bodies are generally prohibited. Companies may use any language written in the Latin alphabet for their name, but the corporate documents must be in English. If a company wishes to use a name in a language other than English, it must provide a translation to the Registrar of Companies.

MEMORANDUM AND ARTICLES OF ASSOCIATION
To incorporate an Exempt Company in the Cayman Islands, the following steps must be taken:

• Submit the Memorandum and Articles of Association to the Registrar of Companies.
• Provide a sworn statement from the directors declaring that the proposed company’s business activities will mainly take place outside of the Cayman Islands.
• Disclose the names and addresses of the proposed first directors to the Registrar.

SHAREHOLDERS
At least one shareholder is required to incorporate a company in the Cayman Islands. The shareholder can be an individual or a corporate entity. The names of the shareholders are not publicly available in the company’s records.

SHARE CAPITAL
There are no minimum capital requirements for incorporating a company in the Cayman Islands under the Companies Law. However, there must be at least one share with no par value or one share with par value in issue at all times. The standard share capital is $50,000, divided into 50,000 shares of $1 each. This is the maximum amount for the minimum capital duty payable to the Registrar of Companies. The minimum issued share capital is one share. The company may issue preference shares, redeemable shares, and voting or non-voting shares. Bearer shares are also permitted, but they must be held by an authorized or recognized custodian approved by the Cayman Islands Monetary Authority.

DIRECTORS
An Exempt Company in the Cayman Islands must have at least one director, who can be an individual or a corporate body. The director can be of any nationality or residence and does not have to be a shareholder. The names of the directors are not available for public inspection in the company’s records.

REGISTERED OFFICE AND SECRETARY
Every company registered in the Cayman Islands is required to have a local Registered Office. While the Companies Ordinance does not mandate the appointment of a company secretary, it is customary for companies to have one. The company secretary can be an individual or a corporate body.

MEETINGS
An Exempt Company is required to hold at least one meeting of its directors in the Cayman Islands every year. Shareholders meetings may be held outside the country, and may be conducted by telephone or other electronic means. Alternatively, directors and shareholders may vote by proxy.

INCORPORATION TIME
It typically takes three to five business days to incorporate an Exempt Company in the Cayman Islands. However, if you require the documents to be legalized and delivered by courier, the process may take up to 10 business days.

RECURRING AND MAINTENANCE FEE AS FROM 2ND YEAR

• Provision of registered office and registered address
• Provision of registered agent and company secretary
• Payment of annual government fee

TAXATION
Cayman Island companies are not subject to any form of direct taxation in the country. Exempt Companies may be eligible for a tax exemption certificate, which can provide protection against local company taxation for a period of up to 20 years.

AUDIT AND FINANCIAL RETURNS
Exempt Companies in the Cayman Islands are not required to file audited accounts. However, the company must maintain financial records that accurately reflect its financial position.

OUR SERVICES FOR THE COMPANY FORMATION IN CAYMAN ISLANDS INCLUDE:

• Name check and approval
• Filling the incorporation documents with the Registrar of Companies
• A standard set of original corporate documents
• Payment of the Government fee for an authorized capital up to USD 50,000
• Provision of registered agent and registered address for one year
• Provision of company secretary for one year
• Rubber stamp

DOCUMENTS REQUIRED FOR THE COMPANY FORMATION
Please provide the following documents for all Directors, Shareholders, Beneficial Owners, Authorised Signatories:

• Notarised copy of valid passport.
• Original or Certified copy of proof of address such as a utility bill / bank statement (as verification of residential address, dated within 3 months).
• Two (2) Original or certified reference letters from a Lawyer, Banker or Accountant (dated within 3 months).
• Bank Reference letter for a bank account older than 2 years old (dated within 3 months).
• In cases where shareholders and/or directors are corporate bodies, full apostilled set of corporate documents and Certificate of Good Standing (for companies registered more than 1 year).