By David Lloyd, Founder & MD, Independent Fund Director

The Securities Investment Business Law (“SIBL”) regulates entities incorporated or operating in the Cayman Islands. Almost all managers to investment funds formed in the Cayman Islands are exempt from obtaining a license and are known as an ‘excluded person‘.

In order to obtain the exemption from obtaining a license under the SIBL the manager must be providing management or advice to ‘sophisticated persons’, a ‘high net worth person’ (including investment funds) or a company, partnership or trust where the owners/investors are all sophisticated persons or high net worth.

A ’sophisticated persons‘ means:

someone regulated by CIMA (or foreign regulator); or

listed on a stock exchange; or

a person who can recognize the risks of the investments they are making which are at least US$100,000 per transaction.

A ‘high net worth person‘ is an individual with assets of at least US$1 million or any type of entity with at least US$5 million of net assets.

Fees and Ongoing Obligations

Initially, all that is required is the filing of an Excluded Persons Form with CIMA signed by a director and payment of the Excluded Person fee of US$6,100. Each year, in January, the Excluded Persons Form confirming that only sophisticated persons are advised by the Manager together with the fee of US$6,100 must be filed with CIMA.

Money Laundering Reporting Officer (“MLRO”)

There is a requirement to identify a person responsible to ensure the adherence to the anti-money laundering obligations of the manager. This person is listed on the Form as the ‘Money Laundering Reporting Officer’ in Form filed with CIMA (initially and annually). The MLRO must be aware of the current Cayman Islands reporting requirements.

Directors and Shareholders

There are no specific requirements for the directors or shareholders of the Investment Manager.

Summary

The Cayman Islands are an ideal jurisdiction for the formation of an Investment Manager to an investment fund as the regulatory regime is straightforward and flexible under the SIBL exemption. The ease, speed and cost of setting up an Investment Manager make Cayman a particularly attractive option combined with the tax neutral position that Cayman provides.

For more information, please feel free to contact me: [email protected]

and also please visit us www.bellrockcs.com

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