Continuing obligations of a Cayman Islands Registered Mutual Fund

Описание: This guide sets out the continuing obligations under Cayman Islands law of an open-ended fund registered with the Cayman Islands Monetary Authority (CIMA) under section 4(3) or 4(4)(a) of the Mutual Funds Act (Mutual Funds Act).

Part A of this guide sets out the ongoing requirements under the Mutual Funds Act as well the various FATCA and CRS requirements, director registration obligations and anti-money laundering compliance.

An open-ended investment fund, registered with CIMA under the Mutual Funds Act, can be structured as an exempted company, limited partnership, limited liability company or unit trust, each of which also have ongoing obligations.

Part B applies to a fund that is an exempted company incorporated with limited liability and an authorised share capital. If the fund is an exempted limited partnership see also Part C. If it is a limited liability company (LLC) incorporated under the Limited Liability Companies Act (LLC Act) see also Part D and if it is an exempted trust, see also Part E.

Please see our guide to mutual funds in the Cayman Islands for more details of the open-ended fund structures available in the Cayman Islands.

CIMA has the power under the Monetary Authority Act (MA Act) to impose significant administrative fines of up to CI$1 million (US$1.2 million) for each breach of certain provisions of the Anti-Money Laundering Regulations (AML Regulations) and other Cayman regulatory laws and regulations, including the Mutual Funds Act, Securities Investment Business Act and Directors Registration and Licensing Act (DRL Act). The level of an administrative fine will depend on various factors including whether the breach is committed by an individual or a body corporate and if the breach is classified as minor, serious or very serious.

An overview of the annual compliance dates is set out in our compliance calendar, which can be found here on our website.

Note in particular that penalties frequently apply for late filings and so the registered office should be informed promptly of any notifiable changes to allow the appropriate filing/s to be made.

Action Required

Timing and Penalties

Must be paid to CIMA.

Fund/Feeder fund

CI$4,125/US$5,031

Master fund

CCI$3,075/US$3,750

SPC

If a fund is structured as a segregated portfolio company an additional annual fee of CI$300/US$366 per segregated portfolio is also payable to CIMA.

By 15 January of each calendar year.

Penalties under Mutual Funds Act

1/12 of the annual fee due for each month the payment remains outstanding. For a fund which has ceased carrying on business and which has applied to de-register from CIMA half annual fees are payable.

Action Required

Timing and Penalties

For all funds registered under section 4(3), all master funds and for those funds registered under section 4(4)(a) that filed an offering document with CIMA, a copy of amended offering document or supplement to the offering document (or prescribed details for a master fund which does not have an offering document) must be filed with CIMA along with a signed amended application form (if applicable).

Offering document/supplement filing fee

CI$125/US$153

Application form filing fee

CI$300/US$366

Within 21 days of becoming aware of the change.

CIMA expects the governing body and operators of registered funds to comply with the corporate governance principles set out in its Rule and Statement of Guidance on Corporate Governance for Mutual Funds and Private Funds issued in 2023 (SoG). The governing body of a regulated fund is the board of directors for a corporate fund, the general partner(s) of an exempted limited partnership, the manager(s) of an LLC and the trustee(s) of a unit trust. The governance structure of any fund will depend on the fund's size, structure, nature of business, risk profile of the operations and complexity.

Action Required

Timing and Penalties

The governing body has responsibility for monitoring and supervising the fund's activities and affairs, including:

ensure ...