Beneficial Ownership Transparency (Amendment) Bill, 2024

Summary

This is a draft Bill that would amend the Beneficial Ownership Transparency Act, 2023 (the "principal Act"), which governs how Cayman Islands legal persons maintain beneficial ownership registers and how that information can be accessed. The Bill has not yet been passed (the enactment/passing date fields in the text are blank), so it is still in draft form and not yet binding law.

Definitions and Exemptions

• Beneficial owner definition: The amendments refine the definition of "beneficial owner."
• Contact person clarification: They clarify when a trustee or, failing that, a senior managing official must be identified as the contact person for a legal person where there is no registrable beneficial owner.
• New exemptions: The exemption from the Act is expanded to companies registered as non-profit organisations under the Non-Profit Organisations Act, and to certain companies designated under section 80 of the Companies Act.
• Corporate services provider duties: Corporate services providers' duties to establish, maintain and update beneficial ownership registers are clarified, including a new requirement to retain removed entries for five years after the relevant person ceases to function in their role, and new procedures for reporting liquidator details when a legal person is being wound up.

Access to the Search Platform

• Expanded access list: The Bill adds the Customs and Border Control Service, certain government entities authorised by Cabinet, and foreign beneficial ownership/AML competent authorities to the list of bodies that the competent authority (CIMA) may grant access to.
• Limited data fields: It limits the specific data fields licensed financial institutions and designated non-financial businesses/professions may see.
• Access logging requirement: It requires the competent authority to keep a log of each access to the search platform, including date, time, and purpose.
• FOI exemption: It creates a new provision making records of such access an exempt matter under the Freedom of Information Act.

If enacted, this Bill would affect all legal persons subject to the Beneficial Ownership Transparency Act, the corporate services providers that maintain registers on their behalf, licensed financial institutions and designated non-financial businesses/professions with search-platform access, liquidators of legal persons being wound up, and the competent authority (CIMA) itself in its record-keeping and access-granting functions.

Key obligations

• Corporate services providers must identify a trustee (or, absent one, the senior managing official) as the contact person for a legal person where there is no registrable beneficial owner.
• Corporate services providers must establish and maintain a register containing adequate, accurate and current beneficial ownership information for the legal person that engaged them, per amended section 13.
• Where a registrable beneficial owner, senior managing official or identified trustee ceases to function in that role, the corporate services provider must remove the related entry from the register and retain the related record for five years from the date the person ceased to function in that role.
• Where a legal person is being wound up, the corporate services provider or liquidator must provide the competent authority with the liquidator's details and the details of registrable beneficial owners as at the date of the liquidator's appointment, as soon as reasonably practicable.
• The legal person must appoint the licensed fund administrator or contact person referred to in section 12(4)(c) and is responsible for ensuring that person provides the required particulars.
• The competent authority must keep a record of each access to the search platform, including the date, time and purpose of access.
• Licensed financial institutions' and designated non-financial businesses/professions' access to search platform information is limited to the specific enumerated data fields for individuals and corporate entities set out in new section 22(2A).

Applies to

legal persons, corporate services providers, licensed financial institutions, designated non-financial businesses and professions, liquidators, non-profit organisations (exempted), competent authority (CIMA), Customs and Border Control Service, foreign beneficial ownership competent authorities

Deadlines

• five years from the date on which the registrable beneficial owner, senior managing official or trustee ceased to function in the respective role: Retention period for records removed from the beneficial ownership register under amended section 16.
• as soon as may be reasonably practicable: Corporate services provider or liquidator must provide the competent authority with liquidator and beneficial owner details after appointment of a liquidator, per amended section 12(9).

Related documents

• This document amends Beneficial Ownership Transparency Act, 2023 (Act 13 of 2023)