Application Requirements for a Corporate Services Licence under the Companies Management Law (2018 Revision)

Summary

This is a CIMA checklist form setting out the documentation and fees an applicant must submit when applying for a Corporate Services Licence under the Companies Management Law (2018 Revision).

• Corporate information: Registered office, business plan, structure charts, and beneficial ownership details.
• Due-diligence documents: For directors, shareholders, managers, officers and controllers: personal questionnaires, character and financial references, police clearance, and evidence of relevant experience.
• Financial and insurance requirements: Applicable financial and insurance requirements as specified in the form.
• Fees: The applicable application and annual fees.

The form applies to any company or partnership seeking to be licensed to carry on corporate services business in the Cayman Islands under the Companies Management Law. It also applies indirectly to individuals connected to the applicant (directors, shareholders, managers, officers and controllers), who must provide personal references and background documentation as part of the application.

Appendix: Reference Letter Standards

• Number and timing: Three reference letters are needed per individual, and they must be dated within six months of the application.
• Financial references: Require a minimum two-year banking relationship.
• Character references: Require a three-year acquaintance for character referees.
• Independence: Referees must be independent from the applicant.
• Content requirements: Reference letters must contain specific content addressing honesty, integrity, competence and capability.

Overall, the document is an administrative application-requirements checklist rather than a rule of general application, but it does impose specific documentary, fee and insurance obligations that must be satisfied for a licence application to be considered complete.

Key obligations

• Submit personal questionnaires, two character references, a financial reference, police clearance certificates, evidence of two directors actively engaged in the business, and evidence of directors' relevant experience for all directors, shareholders, managers, officers and controllers
• Provide a detailed business plan including reasons for applying, customer base, services offered, financial projections for the next two years, management structure and fee earnings, and procedures for custody of bearer shares
• If not a newly formed company/partnership, submit audited financial statements for the past two years
• Disclose names/addresses of affiliates and subsidiaries and the proportion of subsidiary capital constituting an asset of the applicant, plus an organisational chart showing relationships to parents, subsidiaries and affiliates
• Disclose names, addresses, country of incorporation/nationality of ultimate beneficial shareholders and any shareholder holding more than 10% of voting rights or issued share capital, plus total and per-shareholder share counts
• Disclose any authorisations held to carry on business in other jurisdictions, and if regulated elsewhere, attach confirmation of good standing, a letter of no objection from the relevant regulator, and last year's audited financial statements
• Submit audited statements for the past two years for corporate shareholders
• Provide certified copies of the Memorandum and Articles of Association and the original certified Certificate of Incorporation
• Pay an application fee of CI$500 and an annual fee of CI$500 due upon licence approval
• Provide proof of insurance coverage of at least CI$1,000,000 aggregate and CI$1,000,000 per claim from an authorised insurer, per section 17 of the Companies Management Law 2018 Revision
• Sign an undertaking confirming the information supplied is true and correct
• Sign an undertaking by directors to notify CIMA of any changes to the information supplied if a licence is granted
• Ensure all reference letters (financial and character) are dated within six months of application receipt and meet the minimum content standards specified (e.g. two-year banking relationship, three-year acquaintance, independence, signed with contact details)
• Submit only complete applications, as incomplete applications will be returned

Applies to

Corporate services licence applicants, Companies, Partnerships, Directors, Shareholders, Managers, Officers, Controllers