Transcript Laws & Regulations for Business in Cayman

Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN THE CAYMAN ISLANDS
Presented by
Sherri A. Bodden, MBE, LIB (HONS.)
Bodden & Bodden Attorneys-At-Law
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
What is a Company?
A company incorporated in the Islands
- By virtue of the Companies Law
- Foreign Company registered under the Companies Law
Companies Law, 2004 Revision applies
- Separate legal entity (separate from owners)
- Memorandum of Association
- Articles of Association
- Procedures for Incorporation
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Types of Companies
• Ordinary Resident
- Carries on business within the Islands
- May own property in the Cayman Islands
- Holding Company
- Apply for a Trade & Business License
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Types of Companies
• Ordinary Non-Resident
- Approved as such by the Financial Secretary, who provides a Certificate
designating such
- Not a company which does, or intends to, carry on business within the Islands
• Exempt
- Also cannot carry on business within the Islands
- Can benefit, if applies, for exemption from taxes for a period of 20 years, which
can be extended to 30 years
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Advantages of Incorporating a Company
• Limited Liability
• Asset Protection
• Confidentiality – (owning land)
• Tax Exemption of Exempt Company
• Solomon v Salomon
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
General Due Diligence Requirements
Due Diligence Requirements vary among Service Providers, but generally require:
- For all persons / companies involved (Directors, Controlling (>10%)
Shareholders, Controlling (>10%) Beneficial Owners, and sometimes
Officers
- Identification
- Residential Address confirmation
- Financial Reference (>3 years)
- Professional Reference
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Process of Applying for a T&B License
• Form Company or apply in personal name if Caymanian
• Complete forms and Cover letter to the Trade & Business Licensing Board
explaining the purpose of the Company
• Complete Due Diligence
• Pay relevant fee
• Process takes about 6 weeks
• Annual Renewal
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Caymanian Participation
• Regardless of what exists on paper, if the company is not genuinely Caymanian
controlled, it is considered to be “Fronting”
- 60% of the voting rights must be exercised by a Caymanian
- 60% of the Board of Directors must be Caymanian
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Process of Applying for a
Local Companies (Control) Law Grant
• This is where a Company has obtained a special license under the Local
companies (Control) Law (Revised) (“LCCL”)
• Must incorporate a Company
• Granted at the Board’s Discretion
• Must advertise for at least two weeks to seek Caymanian Participation
• Same procedures as for the Trade & Business license
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Shareholders Agreements
• Required when a company owns a business and has more than
two shareholders
• Sets out the object of the Company
• Conduct of Companies Affairs
• Classes of Shares and Dividend policies
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Work Permit Requirements
for Non-Caymanians
• Any non-Caymanian employed by a local Company or Business must apply
to the Work Permit Board for a work permit for the Non-Caymanian
• The Company or Business must have a Trade & Business License or LCCL
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Labour Law
• Every employee within 10 days of employment must have a Statement of
Working Conditions which shall state the following:• Job title / Responsibilities
• Hours of work
• Salary / pay period
• Period of Employment / Probationary Period
• Holiday / Sick Leave / Other benefits
• Notice required to terminate contract
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Related Fees
• Legal Fees
• Registered Office Fees
• Government Fees for Company
• Trade & Business Licensing Fees
• LCCL Fees
• Work Permit Fees
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Legal Structure
• Sole Proprietorship
- Flexibility, profits vs. unlimited liability, lack of continuity
• Partnership
- More experience vs. tied to partners
• Corporation
- Limited liability, unlimited life, transfer of ownership vs. more regulated,
costly to organize
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Licensing Requirements
• All businesses and professionals operating in the Cayman Islands must be
licensed under the law relevant to their industry.
• Regulators:
- Trade and Business Licensing Board
- Cayman Islands Monetary Authority
- Hotel Licensing Board
- Information and Communications Technology Authority
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Employment Regulations
• Working Conditions
- Department of Employment Relations
• Health Insurance
- Health Insurance Commission
• Pensions
• Work Permits
- Immigration Department
- Work Permit Board &
- Business Staffing Plan Board
- National Pensions Office
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Protecting Your Business Ideas
• You should freely circulate your executive summary or PowerPoint slides
• Perform your own due diligence on investors
• Limit disclosure of sensitive information
• Use a non-disclosure / non-circumvent agreement
• Registering intellectual property
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Protecting Your Business Ideas
Trade Secrets are recipes, designs, processes, etc. that are kept secret to protect them from public knowledge
A patent for an invention is the grant of a property right to the inventor to exclude others from making, using, offering for sale,
selling or importing the invention
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Key Topics
Protecting Your Business Ideas
A trademark is a word, name, symbol, or device that is used in trade with
goods to indicate the source of the goods and to distinguish them from the
goods of others
Copyright is a form of protection provided to the authors of “original works of authorship” including literary, dramatic, musical,
artistic, and certain other
intellectual works, both published and unpublished.
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943
Addressing Start-Up Ventures
LAWS AND REGULATIONS
FOR BUSINESSES IN CAYMAN
Closing
Further Information
Sherri A. Bodden
Attorney at Law and Partner of the Firm Bodden & Bodden
Contact information:
943-0202
[email protected]
Presented by Sherri A. Bodden, MBE, LIB (Hons.)
www.dci.gov.ky | t: +1.345.945.0943