An overseas company which i) establishes a place of business; ii) commences carrying on business within the Cayman Islands (even “offshore” business); or iii) proposes to own real estate situated in the Cayman Islands, must register as a “foreign company” (essentially register a branch) under Part IX of the Companies Law.
A registered Cayman Islands branch will not have a separate legal personality from the main company headquartered overseas. In many cases, this is desirable for group operations which are required to maintain tax residency in a certain jurisdiction, but wish to have a Cayman Islands presence from which to conduct certain business of the group.
In the case of a bank, trust company, insurance company, management company, mutual fund, mutual fund administrator or any entity carrying on securities investment business, a licence to conduct such business will be required from CIMA, even though such business is actually conducted outside the Cayman Islands. Care should therefore be taken to ensure that the ‘off Island’ activities of the foreign company do not inadvertently create a requirement for local licensing. A Cayman Islands branch is able to secure a T&B Licence and, if necessary, a LCCL licence to comply with the necessary legal requirements to set up a physical presence in the Cayman Islands.