• Cayman Islands Ordinary Non-Resident Company

  • GENERAL

    Legal Framework

    Cayman Islands Ordinary Non-Resident Companies are governed by the Cayman Islands Companies Law.

    Special Characteristics

    An Ordinary Non-Resident Company is prohibited from trading in the Cayman Islands. However, it may enter into contracts in the Cayman Islands, which are necessary to carry on its business outside the Cayman Islands e.g. contracts with service providers etc.

    The Financial Secretary will grant a certificate of non-residence only if he is satisfied that the company does not intend to trade in the Cayman Islands.

    The name of an Ordinary Non-Resident Company should include the words "Limited" or "LTD".

    The Ordinary Non-Resident Company is an alternative to the Exempted Company and used for offshore operations and transactions.

    An Ordinary Non-Resident Company can apply to convert to Exempted Company.

  • SHAREHOLDERS

    Liability of Shareholders

    The liability of the shareholders of an Ordinary nonresident Company is limited up to the unpaid amount of the shares they hold.

    Minimum Number of Shareholders

    The minimum number of shareholders of an Ordinary Non-Resident Company is 1 and the maximum is unlimited.

    Restriction on Nationality/Residency of Shareholders

    There is no restriction on the nationality or residency of the shareholders.

    Corporate Shareholders

    The shareholders of an Ordinary Non-Resident Company can be individuals and/or legal persons.

    Nominee Shareholders

    The use of nominee shareholders is allowed.

  • DIRECTORS

    Minimum Number of Directors

    The minimum number of directors is 1.

    Restriction on Nationality/Residency of Directors

    There is no restriction on the nationality or residency of the directors.

    Corporate Directors

    The directors can be individuals and/or legal persons.

  • SHAREHOLDER MEETINGS

    Shareholder Meetings

    An Ordinary Non-Resident Company is required to hold an annual General Meeting of its shareholders. Such a meeting should take place in the Cayman Islands.

  • CAPITAL

    Minimum Capital Requirement

    There is no minimum capital requirement for an Ordinary Non-Resident Company.

    Currency of Capital

    The share capital of an Ordinary Non-Resident Company can be denominated in any currency.

    Non-par Value and Bearer Shares

    The Law permits an Ordinary Non-Resident Company to issue shares at par value or at a premium.

    Bearer shares are not allowed.

    Capital Duty

    There is a capital duty of CI$50 on the issuance of shares.

  • REGISTERED OFFICE

    Registered Office

    It is a legal requirement for every company in the Cayman Islands to have a registered office in the Cayman Islands.

    Company Secretary / Registered Agent

    Every company in the Cayman Islands should have a local registered agent.

  • FOREIGN INVESTORS

    Restrictions on Foreign Investors

    There are no restrictions on foreign investors investing in an Ordinary Non-Resident Company in the Cayman Islands.

  • FORMATION

    Time Needed for Incorporation

    It usually takes 3 - 4 days to register a company in the Cayman Islands.

    Shelf companies are not available.

  • CONFIDENTIALITY

    Beneficial Owners

    The details of the beneficial owner are disclosed to the service provider and are not available on public record.

    Registered Shareholders

    The details of registered shareholders are available on public record.

    Directors

    The details of directors are not available on public record.

    Financial Statements

    The financial statements are not publicly accessible.

  • FILING REGUIREMENTS

    Filing with the Registrar of Companies

    An Ordinary Non-Resident Company should submit a very simple annual return in January each year, which includes the names and addresses of its members, directors and officers and the amount of paid-up capital.

    Filing with the Tax Authorities

    An Ordinary Non-Resident Company does not need to submit an annual tax return or its annual accounts to the Tax Authorities.

  • RECORDS

    Accounting Records

    An Ordinary Non-Resident Company needs to maintain accounting records. These can be maintained outside the Cayman Islands and in any currency.

    Financial Statements

    An Ordinary Non-Resident Company does not need to prepare annual financial statements.

  • AUDIT

    Audit Requirement

    The Law does not require the accounts of an Ordinary Non-Resident Company to be audited.

Compare Cayman Islands to other jurisdictions and see the difference in corporation tax rates, tax residency requirements, VAT rates, capital gain taxes, etc.

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