Cayman Islands: The Beneficial Ownership Transparency Regulations, 2024
The Beneficial Ownership Transparency Act, 2023 (the Act) and the Beneficial Ownership Transparency Regulations, 2024 (the Regulations) came into force in the Cayman Islands on 31 July 2024. The Act has introduced a number of key changes to the Cayman Islands beneficial ownership regime (the Regime) which are driven by the continuing evolution of the underlying international standards, namely the FATF 40 Recommendations and associated Guidance. The Cayman Islands Ministry of Financial Services and Commerce has confirmed that there will be no enforcement of the new Regime until January 1, 2025.
Key changes and requirements
The Act has introduced a new definition of legal persons who are required to comply with the Regime and which includes:
companies, foundation companies, LLCs and LLPs; and
limited partnerships and exempted limited partnerships.
Previously, only companies, LLCs and LLPs were in scope of the Regime. Foreign companies and partnerships registered in the Cayman Islands do not fall within the definition of 'legal person' and are therefore not in scope of the Regime.
Additionally, the definition of beneficial owner has been amended such that an individual person will be a beneficial owner if any of the following conditions specified in the definition are met:
if the individual ultimately owns or controls (directly or indirectly) 25% or more of the shares, surplus property, voting rights or partnership interests in the relevant entity;
if the individual otherwise exercises ultimate effective control over the management of the entity; or
the individual is identified as exercising control of the entity through other means.
Where no individual is identified under the above definition, the name of a senior managing official is required to be provided in the entity's beneficial ownership register.
How can we help?
Computershare Entity Solutions global team of professionals are available to guide you through the process of determining the beneficial owner and the ongoing advisory oversight to monitor a change in the organization structure that may result in a triggering event that will require an update to the Registrar for a change of the beneficial owner.
Computershare’s leading entity management system GEMS can also help you to manage and store your beneficial ownership information, as well as the information about shareholdings, ownership, and directorships on a global basis.
Contact:
Please contact your dedicated Computershare Relationship Manager or send an email to globalentityservices@computershare.com for more information about how Computershare may assist you in responding to these new requirements.
This notice is provided by Computershare for general informational purposes only and is not intended and should not be construed as legal, regulatory, financial or tax advice. Computershare is not licensed or authorized to practice law in any jurisdictions and hence does not provide any legal advice and it does not hold itself out as doing so. Neither Computershare nor any of its affiliates or contributors accept any responsibility or liability for the quality, accuracy or completeness of any information contained in this notice. It is important that you seek independent professional advice relating to the subject matter of this notice before relying on it.