The Cayman Islands (‘Cayman’) Ministry of Financial Services has issued an Industry Advisory to the effect that all trust and corporate service providers (‘CSPs’) that have not yet submitted information to the centralised platform for beneficial ownership (‘BO’) are required to submit their currently collated information by close of business on 23 February 2018. Following this filing deadline a new file format will be released in March 2018.
Why the new deadline?
The Beneficial Ownership (Companies) (Amendment) Regulations, 2018 and Beneficial Ownership (Limited Liability Companies) (Amendment) Regulations, 2018 (the ‘BO Amendment Regulations’) are expected to be approved and published in the Cayman Islands Gazette in the first week of March 2018. The BO Amendment Regulations will require new information, and so the new file format has been designed and will be released to facilitate the filing of that new information.
Who is setting the deadline?
The Cayman Beneficial Ownership Competent Authority ('CBOCA') which is responsible for the centralised platform to access beneficial ownership information has set the deadline, which applies to those CSPs who provide BO Register services for Cayman companies and limited liability companies (‘LLCs’).
What happens next?
Once the new file format has been released CSPs can resume the submission of information in the usual way. The BO Amendment Regulations include new filing requirements for companies and LLCs wishing to apply an exemption under the BO legislation (see The Cayman Islands Beneficial Ownership Register and why your captive shouldn’t need one )
Who has to keep a BOR?
Except for those companies which are exempt – see below – all companies and LLCs incorporated in Cayman which are registered under either the Companies Law (2016 Revision) or the Limited Liability Companies Law, 2016 including foreign companies registered under that law must maintain a BOR. This includes:
a) Cayman exempted companies;
c) Ordinary non-resident companies; and
d) Special Economic Zone Companies.
Who is exempt from keeping a BOR?
Companies or LLCs (or their subsidiaries) which are exempted from keeping a BOR are those which are:
a) listed on the Cayman Stock Exchange or an approved exchange listed in Schedule 4 of the CosLaw;
b) registered or holding a licence under a ‘regulatory law’ as defined in s. 2 of the Monetary Authority Law (2016 Revision);
c) managed, arranged, administered, operated or promoted by an approved person as a special purpose vehicle, private equity fund, collective investment scheme or investment fund;
d) a general partner of a vehicle, fund or scheme referred to in paragraph (c) that is managed, arranged, administered, operated or promoted by an approved person; or
e) exempted by the Regulations (which currently do not provide for any other exemptions).
Where can I find out more?
The Industry Advisory suggests that questions or concerns should be addressed to the Head of Compliance at the General Registry. There is also more information on our website in our articles The Cayman Islands Beneficial Ownership Register and why your captive shouldn’t need one, The Cayman Islands Beneficial Ownership Register: what you need to know, which has links to the legislation and other useful information from the Cayman Islands Government, such as its introduction to the centralised platform which to be set up and run by CBOCA (the Summary guide for Companies & Limited Liability Companies – centralised platform providing access to the Beneficial Ownership Information and its Guide for Beneficial Ownership Information File Format).
If you would like advice on establishing or maintaining a BOR then contact us on firstname.lastname@example.org to see how we can help.
The information contained in this article is necessarily brief and general in nature and does not constitute legal advice. Appropriate legal or other professional advice should be sought for any specific matter.