Appointments and Notification of Changes to Directors
The Companies (Amendment) Law 2015 (the Law) has now come into effect in the Cayman Islands and will have potential application to all Cayman Islands companies. The Law deals with appointments and notification of changes to directors.
In the past, the first appointments of directors and officers to a Cayman Islands company had to be notified to the Registrar of Companies (the Registrar) within 90 days of the incorporation of the company. Any changes to directors and officers to a Cayman Islands company thereafter had to be notified to the Registrar of Companies within 30 days of such change. Non-compliance was met with significant penalties.
After industry consultation, the Law now requires companies to notify the Registrar within 60 days of:
- the first appointments of directors and officers; and
- any changes to the registers of directors and officers.
The penalty payable for late filings to a CI$500 maximum penalty per company subject to an aggregate penalty of CI$2,500 where the same breach occurs in respect of five or more companies.
Where the Registrar is satisfied that such breach was “knowingly and wilfully authorised or permitted”, every company to which the breach relates will incur an additional penalty of CI$1,000 and every director and officer of the company to which the breach relates will incur an additional penalty of CI$1,000 and a further penalty of CI$100 for every day that the breach continues.
Clients should note that the amnesty on late filings which previously existed ended on Friday, 30 October 2015 and the changes set out in the Law now have immediate effect.
Professionals with experience in Asian jurisdictions as well as a host of offshore jurisdictions, Marbury is fully equipped to answer any and all questions relating to incorporation in the Cayman Islands and the advantages of doing so for your particular investment needs. For more information, please contact your usual Marbury representative or info@marburys.com.