Cayman Islands: Cayman Islands Directors Registration And Licensing Law: CIMA Requires Registration Or Licensing Of Fund Directors By September 3 (Including Directors Employed By Fund’s Investment Manager)

Last Updated: 28 July 2014
Article by Jeffrey D. Collins, Tiffany Ann Ford and Gabrielle Bernstein

Under the Cayman Islands Directors Registration and Licensing Law 2014 (the "Law"), beginning June 4, 2014 directors of (a) "mutual funds" regulated under the Cayman Islands Mutual Funds Law (2013 Revision) and (b) companies registered as "Excluded Persons"1 under the Cayman Islands Securities Investment Business Law (2011 Revision) (collectively, "Covered Entities") must register with, or obtain a license from, the Cayman Islands Monetary Authority ("CIMA"). Most Cayman hedge funds are regulated as mutual funds by CIMA so most Cayman hedge fund directors will need to comply with the Law and register, including directors who are employees of the fund's investment manager. Compliance is not limited to "professional directors" only. Directors of private equity and venture funds also need to register if the fund is registered as a mutual fund with CIMA, although most private equity and venture funds are not so registered.

Who Is Subject to the Law?

The Law applies to all directors of Covered Entities, regardless of whether the director resides in the Cayman Islands, and places directors in three categories, as described below.

Registered Directors

Directors of fewer than twenty Covered Entities ("Registered Directors") must register with CIMA and pay an annual fee. Individuals who are not currently directors must register before being appointed as a director, and individuals already acting as directors of Covered Entities have until September 3, 2014 to register with CIMA. The registration process requires directors to provide the following information:

  • Full legal name and date of birth
  • Place of birth and nationalities
  • Principal and postal addresses, e-mail address and telephone number
  • Whether the director has been convicted of a criminal offence involving fraud or dishonesty
  • Whether the director is the subject of an adverse finding, financial penalty, sanction, disciplinary action or proceeding by a regulator, self-regulatory organization or a professional disciplinary body

Registered Directors must notify CIMA within 21 days of any changes to such information and will be subject to penalties for failure to make such updates.

Professional Directors

Directors of twenty or more Covered Entities ("Professional Directors") must apply with CIMA for a license rather than simply registering. Individuals already acting as Professional Directors have until September 3, 2014 to obtain a license. Professional Directors must apply for a license unless they fall under one of the exceptions for licensing, in which case they will simply need to register with CIMA. The exceptions generally cover directors who are affiliated with (i) a company holding a Companies Management License or Mutual Fund Administrators License or (ii) an investment manager registered or licensed by a specified overseas regulatory authority, which include the SEC, the CFTC and FINRA.

Corporate Directors

Corporate entities holding directorships of Covered Entities ("Corporate Directors") must be licensed unless they hold a Companies Management License or Mutual Fund Administrators License issued by CIMA. Entities already acting as Corporate Directors of Covered Entities have until December 3, 2014 to obtain a license.

Professional Directors and Corporate Directors regulated by the Law are also required to maintain D&O insurance with an insurer authorized by CIMA.

What Is the Process for Registering under the Law?

The registered office of each Covered Entity will receive a list from CIMA containing unique identification numbers ("Unique IDs") for all of the directors associated with a Covered Entity and will then provide each director with his or her Unique ID and other information, including the proper website address at which the director can register. If a director does not get a Unique ID through a registered office service provider, he or she needs to contact CIMA directly by e-mail to Directors should be on the lookout for a communication from their registered office service provider, and should reach out to such service provider to discuss timing of receipt of the necessary information if it is not received in the next few weeks. Once they receive their Unique IDs, directors must register and pay the registration fee through a CIMA web portal and should expect to receive confirmation of registration within 48 hours of registering.

There may be significant financial penalties for failure to comply with applicable registration or licensing requirements. For more information, the full text of the Law is available here, related regulations are available here, and FAQs published by CIMA are available here.


1. The relevant category of Excluded Persons includes investment managers and advisers incorporated as Cayman companies, which provide investment management or advisory services or engage in other securities investment business exclusively for sophisticated persons, high net worth persons, or an entity whose investors are either sophisticated persons or high net worth persons. In general, for these purposes, a sophisticated person is a listed or regulated entity, or an experienced investor that invests more than US$100,000 per transaction. A high net worth person is an individual with a net worth of at least US$1,000,000 or a person with total assets of at least US$5,000,000. Registration requirements for Excluded Persons are available here.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on

Click to Login as an existing user or Register so you can print this article.

Similar Articles
Relevancy Powered by MondaqAI
Some comments from our readers…
“The articles are extremely timely and highly applicable”
“I often find critical information not available elsewhere”
“As in-house counsel, Mondaq’s service is of great value”

Related Topics
Similar Articles
Relevancy Powered by MondaqAI
Related Articles
Related Video
Up-coming Events Search
Font Size:
Mondaq on Twitter
Mondaq Free Registration
Gain access to Mondaq global archive of over 375,000 articles covering 200 countries with a personalised News Alert and automatic login on this device.
Mondaq News Alert (some suggested topics and region)
Select Topics
Registration (please scroll down to set your data preferences)

Mondaq Ltd requires you to register and provide information that personally identifies you, including your content preferences, for three primary purposes (full details of Mondaq’s use of your personal data can be found in our Privacy and Cookies Notice):

  • To allow you to personalize the Mondaq websites you are visiting to show content ("Content") relevant to your interests.
  • To enable features such as password reminder, news alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our content providers ("Contributors") who contribute Content for free for your use.

Mondaq hopes that our registered users will support us in maintaining our free to view business model by consenting to our use of your personal data as described below.

Mondaq has a "free to view" business model. Our services are paid for by Contributors in exchange for Mondaq providing them with access to information about who accesses their content. Once personal data is transferred to our Contributors they become a data controller of this personal data. They use it to measure the response that their articles are receiving, as a form of market research. They may also use it to provide Mondaq users with information about their products and services.

Details of each Contributor to which your personal data will be transferred is clearly stated within the Content that you access. For full details of how this Contributor will use your personal data, you should review the Contributor’s own Privacy Notice.

Please indicate your preference below:

Yes, I am happy to support Mondaq in maintaining its free to view business model by agreeing to allow Mondaq to share my personal data with Contributors whose Content I access
No, I do not want Mondaq to share my personal data with Contributors

Also please let us know whether you are happy to receive communications promoting products and services offered by Mondaq:

Yes, I am happy to received promotional communications from Mondaq
No, please do not send me promotional communications from Mondaq
Terms & Conditions (the Website) is owned and managed by Mondaq Ltd (Mondaq). Mondaq grants you a non-exclusive, revocable licence to access the Website and associated services, such as the Mondaq News Alerts (Services), subject to and in consideration of your compliance with the following terms and conditions of use (Terms). Your use of the Website and/or Services constitutes your agreement to the Terms. Mondaq may terminate your use of the Website and Services if you are in breach of these Terms or if Mondaq decides to terminate the licence granted hereunder for any reason whatsoever.

Use of

To Use you must be: eighteen (18) years old or over; legally capable of entering into binding contracts; and not in any way prohibited by the applicable law to enter into these Terms in the jurisdiction which you are currently located.

You may use the Website as an unregistered user, however, you are required to register as a user if you wish to read the full text of the Content or to receive the Services.

You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these Terms or with the prior written consent of Mondaq. You may not use electronic or other means to extract details or information from the Content. Nor shall you extract information about users or Contributors in order to offer them any services or products.

In your use of the Website and/or Services you shall: comply with all applicable laws, regulations, directives and legislations which apply to your Use of the Website and/or Services in whatever country you are physically located including without limitation any and all consumer law, export control laws and regulations; provide to us true, correct and accurate information and promptly inform us in the event that any information that you have provided to us changes or becomes inaccurate; notify Mondaq immediately of any circumstances where you have reason to believe that any Intellectual Property Rights or any other rights of any third party may have been infringed; co-operate with reasonable security or other checks or requests for information made by Mondaq from time to time; and at all times be fully liable for the breach of any of these Terms by a third party using your login details to access the Website and/or Services

however, you shall not: do anything likely to impair, interfere with or damage or cause harm or distress to any persons, or the network; do anything that will infringe any Intellectual Property Rights or other rights of Mondaq or any third party; or use the Website, Services and/or Content otherwise than in accordance with these Terms; use any trade marks or service marks of Mondaq or the Contributors, or do anything which may be seen to take unfair advantage of the reputation and goodwill of Mondaq or the Contributors, or the Website, Services and/or Content.

Mondaq reserves the right, in its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the Terms.

Mondaq’s Rights and Obligations

Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from Mondaq to you, any Intellectual Property Rights owned by and/or licensed to Mondaq and all rights, title and interest in and to such Intellectual Property Rights will remain exclusively with Mondaq and/or its licensors.

Mondaq shall use its reasonable endeavours to make the Website and Services available to you at all times, but we cannot guarantee an uninterrupted and fault free service.

Mondaq reserves the right to make changes to the services and/or the Website or part thereof, from time to time, and we may add, remove, modify and/or vary any elements of features and functionalities of the Website or the services.

Mondaq also reserves the right from time to time to monitor your Use of the Website and/or services.


The Content is general information only. It is not intended to constitute legal advice or seek to be the complete and comprehensive statement of the law, nor is it intended to address your specific requirements or provide advice on which reliance should be placed. Mondaq and/or its Contributors and other suppliers make no representations about the suitability of the information contained in the Content for any purpose. All Content provided "as is" without warranty of any kind. Mondaq and/or its Contributors and other suppliers hereby exclude and disclaim all representations, warranties or guarantees with regard to the Content, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. To the maximum extent permitted by law, Mondaq expressly excludes all representations, warranties, obligations, and liabilities arising out of or in connection with all Content. In no event shall Mondaq and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Content or performance of Mondaq’s Services.


Mondaq may alter or amend these Terms by amending them on the Website. By continuing to Use the Services and/or the Website after such amendment, you will be deemed to have accepted any amendment to these Terms.

These Terms shall be governed by and construed in accordance with the laws of England and Wales and you irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute which may arise out of or in connection with these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.

You may print and keep a copy of these Terms, which form the entire agreement between you and Mondaq and supersede any other communications or advertising in respect of the Service and/or the Website.

No delay in exercising or non-exercise by you and/or Mondaq of any of its rights under or in connection with these Terms shall operate as a waiver or release of each of your or Mondaq’s right. Rather, any such waiver or release must be specifically granted in writing signed by the party granting it.

If any part of these Terms is held unenforceable, that part shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the Terms shall continue in full force and effect.

Mondaq shall not incur any liability to you on account of any loss or damage resulting from any delay or failure to perform all or any part of these Terms if such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the control of Mondaq. Such events, occurrences or causes will include, without limitation, acts of God, strikes, lockouts, server and network failure, riots, acts of war, earthquakes, fire and explosions.

By clicking Register you state you have read and agree to our Terms and Conditions