How to incorporate a company in the Cayman Islands in 2022
- Consultation phase: Healy Consultants discusses our Client’s requirements and highlights i) whether to use an exempted company, ordinary non-resident company or another corporate structure ii) any potential licensing requirements and iii) whether any changes to the model articles of association are advisable;
- Choosing a name: Our Client chooses three company names to apply for at the companies registry. Exempted companies do not need to have the word “Limited” or an equivalent or derivative thereof, despite being limited liability companies;
- Company constitution: Most of our Clients use the model memorandum and articles of association provided for in the Cayman Islands Companies Law. Healy Consultants is happy to assist with drafting a custom company constitution to meet our Client’s business needs and governance requirements;
- Share allotment: Confirm i) the identities of the shareholder(s) ii) the currency of the share capital and iii) the number, allocation and value of the shares to be issued. Healy Consultants recommends having share capital of less than US$50,000 to minimize the government fees payable;
- Director selection: Appoint at least one director. Corporate directors are permitted for Cayman Islands companies. All directors must sign a form consenting to act as a director of the company;
- Registered address: Healy Consultants includes the use of our Cayman Islands registered address in our incorporation service plan;
- Planning phase: Next, we draft a detailed engagement plan, mapping out by week each step of the process from day 1 until completion, including i) the incorporation and business registration process ii) document requirements iii) tax implications and iv) obtaining any necessary licences. Doing this optimises transparency, sets Client expectations and helps to ensure effective execution of the engagement.
- Document submission: After all of the documents are in order, Healy Consultants files the incorporation and business registration applications with the Companies Registry;
- Incorporation approval: Within 4 days of submitting the documents, the company will be incorporated. Approval takes less time if the model articles are used and not amended. Following approval, we immediately email our Client with the certificate of incorporation and other corporate documents. At this point, Healy Consultants sends the director consent forms for our Client’s signature.
- Bank account opening: Following receipt of the company’s corporate documents, Healy Consultants assists our Client with opening a corporate bank account. Healy Consultants can assist Clients with opening a corporate bank account for their Cayman Islands company either within the Islands or internationally;
- Additional registrations: If our Client requests a Tax Exemption Certificate, Healy Consultants will apply for the same at this point. The Cayman Islands Cabinet Office takes approximately 3 weeks to issue the TEC. If a licence or government registration (for example for excluded person status) is necessary for the company’s chosen business activities, now is the time to apply for these
- Engagement completion: Following the issuance of all necessary approvals, certificates and licences, Healy Consultants couriers a full company kit to our Client, including original corporate documents, unopened bank correspondence and a Client feedback survey.
Frequently asked questions
What are the minimum capital requirements when incorporating a company in the Cayman Islands?There is no minimum capital requirement for limited companies in the Cayman Islands. Shares may be issued with no par value, and denominated in any (or multiple) freely convertible currencies.
Are there any legal restrictions for foreigners when incorporating in the Cayman Islands?Only if i) doing business with local Clients or ii) buying local real estate. A local company licence is required to do business with locals, which typically requires 60% Caymanian control. Foreigners can use an ordinary non-resident company to purchase local property.