November 28, 2020

Cayman Islands: Recent Cayman Islands Legal Updates

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groupArticle by Bryan Hunter, Stephen James, Judy Lee and Andrew Weaver APPLEBY

The Cayman Islands Government recently passed a number of amendments to the Cayman Islands Companies Law (Companies Law) and Exempted Limited Partnership Law (ELP Law).

The register of partners of an exempted limited partnership can now be freely maintained anywhere in the world.

A long anticipated change to the ELP Law has now been passed which allows the general partner of an exempted limited partnership to maintain the register of partners anywhere in the world.

Previously, section 11 of the ELP Law obliged the general partner to maintain, or cause to be maintained, a register of all partners at the registered office of the partnership in the Cayman Islands.  The register has to show the name, address, amount and date of any contribution or contributions and the amount and date of any repayment representing a return of any part of the contribution of any partner.

This was at odds with the flexibility only given to exempted companies who could maintain their register of members anywhere in the world.

This will be welcomed by practitioners of Cayman Islands law and users of the Cayman Islands financial services.

Tax Information Sharing

Amendments have also been made to sections 44 and 59 of the Companies Law and sections 11 and 12 of the ELP Law to deal with the provision of information to the Tax Information Authority (TIA).

Both the laws now provide that if an exempted company or general partner of an exempted limited partnership does not usually keep the register of members or partners (as the case may be) at the registered office in the Cayman Islands or it neither keeps the books of account of the company or partnership at its registered office nor at another place within the Cayman Islands (for example an administrator), if the TIA serves a notice or order on the company or the general partner, they must make the relevant register and the books of account available to the TIA at its registered office in the Cayman Islands.

The phrase ‘books of account’ is very broad and includes material underlying documentation including contracts and invoices with regard to all money received and expended by a company, all sales and purchases of goods by the company and the assets and liabilities of the company.

The accounts can be provided in electronic form or any other medium.  Non-compliance without reasonable excuse will result in a fine for the company of CI$500/US$610 and a further fine of CI$100/US$122 per day.

The TIA (www.tia.gov.ky) was established in 2009 by the Tax Information Authority Law.  The objective of the TIA is to oversee and implement the jurisdiction’s international cooperation agreements in relation to tax matters.

As at the date of this alert, the Cayman Islands has entered into 30 Tax Information Exchange Agreements (TIEAs) with countries such as the UK, the USA, France and Germany all of which are recognised by the OECD.  Under the terms of the TIEAs, the TIA will assist in relation to requests from the tax authorities of countries with which TIEAs have been entered into.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Specific Questions relating to this article should be addressed directly to the author.

 

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